Earnings Release • Nov 27, 2009
Earnings Release
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This year, we have managed to sustain turnover growth (+6%); improve Recurrent EBITDA (+8%) and direct net results (+42%); reduce the overall level of investment without hindering our strategic objectives, in particular strengthening our market position across our core businesses and developing new markets.
The performance of the food retail business with turnover up 7% and double digit growth in EBITDA is a good reflection of the strong fundamentals of the operation: clear market leadership, prime locations, best in class logistics, strong brand recognition and high penetration of the loyalty card. In 3Q09, Modelo and Continente formats continued to gain market share, with turnover growth significantly above that of the modern retail market. This was despite the negative like-for-like growth in the quarter (- 2%), mainly reflecting changes in the promotional calendar compared to last year and by a peak of market deflation (-6%) that was not totally compensated by growth in like for like volumes (circa 3%). Profitability levels for 9M09 improved, with EBITDA margins up 0.3pp to 5.4%. In 3Q09, food retail EBITDA margins were below last year's, penalized by the high food price deflation and intensifying competition mostly from players suffering market share losses.
The Specialized retail business maintained top line growth above 20%, driven by the strong organic expansion of the last 12 months in Portugal and in Spain. In Portugal, we have been able to defend and even reinforce our market leadership in the consumer electronics and sports goods segments. Like-for-like sales were down 5% (-8% in 3Q09), mainly driven by our Worten stores reflecting the sensitivity of the business to the negative economic climate. This was mitigated by the positive performance of our textile formats, particularly Modalfa and Zippy, both with clear and strong value propositions but also by SportZone with its unique sports offering. Our presence in the Spanish market was reinforced during the quarter and performed in accordance to expectations, already contributing circa 13% of sales in the 9M09 and expected to grow steadily in importance. Again, the Portuguese operation kept improving EBITDA, while the entrance costs in Spain explained the decrease in EBITDA for this business unit.
At Sonae Sierra, we continue to be confident in the quality of our shopping centres, that proved their resilience with improved direct results, sustained by the maintenance of high occupancy rates (circa 96%) and flat total rents collected (variable + fixed) on a like-for-like basis. After the successful opening of Loop5 in Germany (October), that was fully leased, the company continues to develop its expansion plan in Europe, and is due to open LeiriaShopping in Portugal in Spring 2010 and has just begun construction works of Le Terrazze in Italy, scheduled to open in the Autumn of 2011. In the quarter, there was an important reduction of indirect losses, with Sierra benefiting from a deceleration in the increase of yields, with already some properties in Spain, Italy and Germany stabilizing and in Brazil even increasing in value.
Sonaecom again performed above our expectations with a strong improvement in EBITDA and margin and in FCF driven primarily by the mobile business and by SSI. Turnover growth was negatively affected by the impact of MTRs, lower Roaming in and lower wireline residential revenues. However, the quarter showed continued growth of the mobile customer base that was up 8.8% in 9M09. Additionally, the business has delivered strong EBITDA results and positive cash flow generation, driven by continuous cost control initiatives and a rigorous management of CAPEX. These results are a clear demonstration of the company's ability to meet, and in some measures, surpass, the challenging targets disclosed at the beginning of the year, amid an environment of high risk and uncertainty.
During the quarter we recognised a capital gain amounting to 29 million euros, resulting from the strategic partnership agreement signed during 2Q09 with the Feffer family in relation to our insurance brokerage business, contributing to the significant increase in EBITDA and direct results of the period.
I believe that our 9M09 results show that we are making good progress with on our stated goals in the face of a challenging environment and reinforces my conviction that Sonae will emerge from this recession even stronger, maintaining profitability levels, with higher market shares and with increased geographical diversity.
| Turnover | ||||||
|---|---|---|---|---|---|---|
| Million euros | ||||||
| 9M08 | 9M09 | y.o.y | ||||
| Sonae | 3,833 | 4,066 | 6.1% | |||
| Food based retail | 2,099 | 2,238 | 6.6% | |||
| Specialised retail | 612 | 756 | 23.5% | |||
| Retail real estate | 8 1 |
9 1 |
13.0% | |||
| Shopping centres (1) | 116 | 113 | -3.0% | |||
| Telecommunications | 727 | 717 | -1.4% | |||
| Investment mngmt. | 172 | 147 | -14.5% | |||
| Petrol stations | 116 | 9 8 |
-15.1% | |||
| Elimin.& adjust. | -90 | -94 | - | |||
| (1) Shoppingcentres areproportionally consolidated (5 0%). |
Turnover breakdown
Million euros
| 9M08 | 9M09 | y.o.y | |
|---|---|---|---|
| Sonae | 399 | 429 | 7.5% |
| Food based retail | 107 | 120 | 12.4% |
| Specialised retail | 2 5 |
1 1 |
-57.5% |
| Retail real estate | 7 4 |
8 5 |
14.7% |
| Shopping centres (2) | 6 7 |
6 6 |
-2.1% |
| Telecommunications | 111 | 137 | 23.0% |
| Investment mngmt. | 1 1 |
2 | -79.2% |
| Elimin.& adjust. | 4 | 1 0 |
- |
(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).
| Recurrent EBITDA (1) as a % of turnover |
|||
|---|---|---|---|
| 9M08 | 9M09 | y.o.y | |
| Sonae | 10.4% | 10.6% | 0.1pp |
| Food based retail | 5.1% | 5.4% | 0.3pp |
| Specialised retail | 4.1% | 1.4% | -2.7pp |
| Shopping centres (2) | 57.8% | 58.3% | 0.5pp |
| Telecommunications | 15.3% | 19.1% | 3.8pp |
| Investment mngmt. | 6.5% | 1.6% | -4.9pp |
(1) EBITDA excluding extraordinary items; (2) Shopping centres are proportionally consolidated (5 0%).
| Million euros | |||
|---|---|---|---|
| 9M08 | 9M09 | y.o.y | |
| Recurrent EBITDA | 399 | 429 | 7.5% |
| EBITDA | 414 | 462 | 11.6% |
| P&I losses (1) | -16 | -17 | -8.6% |
| D&A (2) | -202 | -221 | -9.7% |
| EBIT | 197 | 224 | 13.8% |
| Net financial results | -120 | -98 | 17.9% |
| Other income (3) | 3 | 2 | -19.9% |
| EBT | 8 0 |
128 | 60.1% |
| Taxes | -7 | -20 -185.8% | |
| Net income | 7 3 |
108 | 48.4% |
| Group share | 6 7 |
9 6 |
42.3% |
| Minority interests | 6 | 1 3 |
121.2% |
(1) Provisions and impairment losses including reversion of impairments and badwill; (2) Depreciation & Amortizations; (3) Share of results of associated undertakings + dividends.
(1) Value created on investment and development properties; development properties recognised since4Q0 8.
| CAPEX | ||||||
|---|---|---|---|---|---|---|
| Million euros | ||||||
| 9M08 | 9M09 | y.o.y | ||||
| Sonae | 588 | 462 | -21.4% | |||
| as a % of turnover | 15.3% | 11.4% | -4pp | |||
| Food based retail | 8 7 |
9 6 |
10.7% | |||
| Specialised retail | 4 9 |
7 2 |
48.0% | |||
| Retail real estate | 8 8 |
7 8 |
-11.4% | |||
| Shopping centres (1) | 124 | 7 4 |
-40.4% | |||
| Telecommunications | 216 | 105 | -51.3% | |||
| Investment mngmt. | 4 | 3 2 |
- | |||
| Elimin.& adjust. | 2 0 |
4 | - | |||
| EBITDA minus CAPEX | -189 | -33 | 82.5% | |||
| (1) Shoppingcentres areproportionally consolidated (5 0%). |
| Million euros | |||||||
|---|---|---|---|---|---|---|---|
| 9M08 | 9M09 | y.o.y | |||||
| Sonae | 4,723 | 5,023 | 6.3% | ||||
| Investment properties(1) | 1,974 | 1,866 | -5.4% | ||||
| Technical investment(2) | 2,795 | 3,199 | 14.5% | ||||
| Financial investment | 7 7 |
3 7 |
-51.8% | ||||
| Goodwill | 685 | 706 | 3.1% | ||||
| Working capital | -807 | -786 | 2.6% | ||||
| (1) Includes shopping centres accounted for as financial investments i n the |
balancesheet; (2) includes availablefor saleassets.
| 9M08 9M09 Net debt inc. SH loans 3,107 3,436 10.6% Retail businesses 1,303 1,503 15.3% Shopping centres (1) 828 957 15.6% Telecommunications 383 386 0.9% |
Capital structure Million euros |
|||
|---|---|---|---|---|
| y.o.y | ||||
| Investment mngmt. | 7 5 |
9 0 |
20.5% | |
| Holding (2) 518 500 -3.4% |
(1) Shopping centres are proportionally consolidated (50%); (2) includes Sonae's individual accounts.
Sonae Sierra and Holding Loan to value
Retail and Telecom Net Debt/EBITDA (last 12 months)
Note: Leverage Ratios based on financial debt (excluding shareholder loans)
(1) unaudited; (2) Comparison to closingpriceon 3 0 September 2009.
| Market valuation (1) | |
|---|---|
| Million euros | |
| 9M09 | |
| Retail businesses' equity value | 2,306 |
| Food retail enterprise value | 1,605 |
| Specialised retail enterprise value | 606 |
| Specialized Retail - Portugal | 536 |
| Specialized Retail - Spain (invested capital @ book value) | 7 0 |
| Retail real estate (invested capital @ book value) | 1,541 |
| Retail businesses avg. net debt (incl. shareholder loans) (2) | 1,446 |
| Shopping centres equity value (NAV) | 619 |
| Investment management equity value | 6 4 |
| Telecommunications equity value | 397 |
| Sonae Gross Asset Value (GAV) | 3,386 |
| Holding net debt (incl. shareholder loans) | 500 |
| Sonae Net Asset Value (NAV) | 2,886 |
| shares outstanding (million) | 2,000 |
| Sonae NAV/share (€) | 1.44 |
| Closing price last trading day (€) | 0.95 |
| Premium/(discount) at NAV (3) | 52.7% |
(1) unaudited; (2) average net debt last 12 months; (3) Comparison to closing priceon 3 0 Sept 2009.
The rationale for this election is to further increase the Boards' expertise particularly in retail internationalization.
| Sonae | |||||
|---|---|---|---|---|---|
| 100% | 100% | 100% | 5 0% |
5 3% |
|
| Food based Retail (FR) |
Specialized Retail (SR) |
Retail Real Estate (RRE) |
Sonae Sierra (Sierra) |
Sonaecom (SC) |
Investment Management (IM) |
| Continente Modelo Bom Bocado Área Saúde Book.it |
Worten Worten Mobile Vobis SportZone Loop Modalfa Zippy |
Retail real estate assets |
Developments Investments Management Brazil |
Optimus Clix Wholesale SSI Público |
MDS (50%) Star,Geotur (50%) Maxmat (50%) |
| ARPU | Average revenue per user |
|---|---|
| CAPEX | Investments in tangible and intangible assets, investment properties and acquisitions |
| Direct income | Direct income excludes contributions to indirect income |
| EBITDA | Turnover + other revenues -impairment reversion - badwill- operating costs (based on direct net income) + gain/losses from sales of companies |
| EBITDA margin | EBITDA / Turnover |
| Eliminations & adjustments | Intra-groups + consolidation adjustments |
| Free Cash Flow | EBITDA – operating capex-change in working capital financial investments-financial results-income taxes |
| FMCG | Fast Moving Consumer Goods |
| Gross Asset Value | Food based retail & specialised retail in Portugal valuation based on sector EV/EBITDA 09 & EV/Sales 09 multiple and last 12 months Sales & EBITDA reported Specialised retail in Spain valuation based on capital employed (book value) |
| Retail real estate valuation based on net invested capital (book value) |
| Shopping centres valuation at disclosed quarterly NAV | |
|---|---|
| Investment management valuation based on capital employed less debt (book value) |
|
| Telecommunications valuation at market prices on last trading day |
|
| Indirect income | Indirect Income includes the shopping centre segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for assets at Risk |
| Investment properties | Shopping centres in operation owned by Sonae Sierra |
| Liquidity | Cash & equivalents + current investments |
| Like for Like sales | Sales made by stores that operated in both periods under the same conditions. Excludes stores opened, closed or which suffered major upgrade works in one of the periods |
| Loan to value Holding | Holding Net debt/ Investment Portfolio Gross Asset Value; gross asset value based on Market multiples, real estate NAV and market capitalization for listed companies |
| Loan to value shopping centres | Net debt / (investment properties + properties under Development ) at book value |
| Net invested capital | Gross real estate assets + other tangible and intangible assets - amortizations and impairment losses + financial investments + working capital (including other assets & liabilities such as deferred taxes); all figures at book value with the exception of shopping centres' building block |
| Net asset value (NAV) | Open market value attributable to Sonae Sierra - net debt - minorities + deferred tax liabilities |
| Net debt | Bonds + bank loans + other loans + finance leases – cash, bank deposits and current investments |
| Net income group share | Net income attributable to Sonae shareholders |
| Other income | Share of results of associated undertakings + dividends |
| Other loans | Bonds, leasing and derivatives |
| Open market value (OMV) | Fair value of properties in operation and under development (100%), provided by an independent entity |
| RoIC (Return on invested capital) | EBIT(12 months) /Net invested capital |
| Recurrent EBITDA | EBITDA excluding extraordinary items |
| Shopping Centre Services business | Asset management services + property management services |
| Technical investment | |||
|---|---|---|---|
Technical investment Tangible assets + intangible assets + other fixed assets – depreciations and amortizations
Value created on investment and development properties (VCIDP)
Increase (decrease) in the valuation of shopping centres in operation and under development; shopping centres under development are only included if a high degree of certainty concerning their conclusion and opening exists.
| Consolidated income statement (1) | ||||||
|---|---|---|---|---|---|---|
| Million euros | ||||||
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |
| Direct income | ||||||
| Turnover | 1,397 | 1,458 | 4.4% | 3,833 | 4,066 | 6.1% |
| Recurrent EBITDA (2) | 164 | 157 | -4.4% | 399 | 429 | 7.5% |
| Recurrent EBITDA margin | 11.7% | 10.7% | -1pp | 10.4% | 10.6% | 0.1pp |
| EBITDA | 170 | 186 | 9.3% | 414 | 462 | 11.6% |
| EBITDA margin | 12.2% | 12.7% | 0.6pp | 10.8% | 11.4% | 0.6pp |
| Provisions and impairment losses (3) | -7 | -4 | 44.7% | -16 | -17 | -8.6% |
| Depreciations and amortizations | -69 | -76 | -10.8% | -202 | -221 | -9.7% |
| EBIT | 9 4 |
106 | 12.0% | 197 | 224 | 13.8% |
| Financial results | -42 | -26 | 38.3% | -120 | -98 | 17.9% |
| Other income (4) | 1 | 1 | 70.0% | 3 | 2 | -19.9% |
| EBT | 5 3 |
8 1 |
52.5% | 8 0 |
128 | 60.1% |
| Taxes | -8 | -9 | -15.5% | -7 | -20 | -185.8% |
| Direct net income | 4 5 |
7 2 |
58.9% | 7 3 |
108 | 48.4% |
| Group share | 3 9 |
6 7 |
72.5% | 6 7 |
9 6 |
42.3% |
| Attributable to minority interests | 6 | 5 | -24.4% | 6 | 1 3 |
121.2% |
| Shoppings indirect income | ||||||
| VCIDP (5) | -24 | -15 | 36.6% | -48 | -123 | -158.1% |
| Investment income | 2 | 1 | -57.5% | 9 | 1 | -90.4% |
| Taxes | 5 | 1 | -81.6% | 3 | 2 2 |
- |
| Indirect net income | -17 | -13 | 22.0% | -35 | -100 | -186.6% |
| Attributable to equity holders | -10 | -7 | 29.1% | -14 | -64 | - |
| Attributable to minority interests | -7 | -6 | 11.8% | -21 | -36 | -75.0% |
| Total net income | ||||||
| Total net income | 2 8 |
5 9 |
107.5% | 3 8 |
8 | -78.3% |
| group share | 2 9 |
6 0 |
107.6% | 5 3 |
3 2 |
-40.1% |
| Attributable to minority interests | -1 | -1 | -110.9% | -15 | -24 | -57.5% |
(1) Quarterly numbers are unaudited; (2) EBITDA excluding extraordinary items; (3) Includes reversion of impairments and badwill; (4) share of results of associated undertakings+ dividends; (5) Valuecreated on investment and development properties.
| Balance sheet | |||
|---|---|---|---|
| Million euros | |||
| 2008 | 9M09 | y.o.y | |
| TOTAL ASSETS | 7,306 | 7,510 | 2.8% |
| Non current assets | 5,871 | 6,044 | 2.9% |
| Tangible and intangible assets | 2,948 | 3,193 | 8.3% |
| Goodwill | 697 | 706 | 1.3% |
| Investment properties in operation | 1,683 | 1,715 | 1.9% |
| Investment properties under development | 159 | 111 | -30.5% |
| Other investments | 156 | 7 7 |
-50.3% |
| Deferred tax assets | 207 | 219 | 5.8% |
| Others | 2 1 |
2 2 |
2.4% |
| Current assets | 1,435 | 1,467 | 2.2% |
| Stocks | 560 | 617 | 10.0% |
| Trade debtors | 215 | 206 | -4.2% |
| Liquidity | 248 | 161 | -35.0% |
| Others | - 411 € |
- 483 € |
17.4% - |
| SHAREHOLDERS' FUNDS | 1,563 | 1,586 | 1.5% |
| Group share | 1,151 | 1,151 | 0.0% |
| Minority interests | 412 | 435 | 5.8% |
| LIABILITIES | 5,744 | 5,924 | 3.1% |
| Non-current liabilities | 3,560 | 3,790 | 6.5% |
| Bank loans | 1,281 | 1,424 | 11.1% |
| Other loans | 1,735 | 1,740 | 0.3% |
| Deferred tax liabilities | 331 | 325 | -1.8% |
| Provisions | 5 7 |
6 3 |
11.2% |
| Others | 155 | 237 | 52.7% |
| Current liabilities | 2,184 | 2,134 | -2.3% |
| Bank loans | 259 | 301 | 16.2% |
| Other loans | 111 | 7 9 |
-28.7% |
| Trade creditors | 1,050 | 1,041 | -0.9% |
| Others | 763 | 713 | -6.6% |
| SHAREHOLDERS' FUNDS + LIABILITIES |
7,306 | 7,510 | 2.8% |
| 9M08 | 9M09 | y.o.y | 2008 | y.o.y | |
|---|---|---|---|---|---|
| Invested Capital | 4,723 | 5,023 | 6.3% | 4,721 | 6.4% |
| Investment properties (1) | 1,974 | 1,866 | -5.4% | 1,888 | -1.1% |
| Technical investment (2) | 2,795 | 3,199 | 14.5% | 2,958 | 8.1% |
| Financial investment | 7 7 |
3 7 |
-51.8% | 110 | -66.2% |
| Goodwill | 685 | 706 | 3.1% | 697 | 1.3% |
| Working capital | -807 | -786 | 2.6% | -932 | 15.6% |
| Equity + Minorities |
1,616 | 1,586 | -1.8% | 1,563 | 1.5% |
| Total Net debt (3) | 3,107 | 3,436 | 10.6% | 3,159 | 8.8% |
(1) Includes shopping centres accounted for as financial investments in the balance sheet; (2) includes available for sale assets; (3) Financial net debt + net shareholder loans.
| 9M08 | 9M09 | y.o.y | 2008 | y.o.y | |
|---|---|---|---|---|---|
| Invested capital | 4,723 | 5,023 | 6.3% | 4,721 | 6.4% |
| Food based retail | 586 | 630 | 7.6% | 546 | 15.4% |
| Specialised retail | 196 | 329 | 67.6% | 176 | 87.1% |
| Retail real estate | 1,365 | 1,541 | 12.8% | 1,411 | 9.2% |
| Shopping centres (1) | 1,750 | 1,679 | -4.0% | 1,684 | -0.3% |
| Telecommunications | 823 | 753 | -8.5% | 747 | 0.8% |
| Investment mngmt. | 126 | 154 | 22.0% | 139 | 11.3% |
| Elimin.& adjust.(2) | -123 | -63 | - | 1 9 |
- |
| EBIT (last 12 months) | 306 | 355 | 16.3% | 328 | 8.3% |
| Food based retail | 103 | 130 | 26.3% | 124 | 5.1% |
| Specialised retail | 2 9 |
5 | -84.1% | 2 8 |
-83.2% |
| Retail real estate | 8 1 |
8 7 |
7.8% | 8 8 |
-1.0% |
| Shopping centres (1) | 8 8 |
8 9 |
0.8% | 8 9 |
0.2% |
| Telecommunications | 2 | 2 2 |
- | 3 | - |
| Investment mngmt. | 1 0 |
2 1 |
112.1% | 1 | - |
| Elimin.& adjust.(2) | -6 | 2 | - | -3 | - |
| RoIC | 6.5% | 7.1% | 0.6pp | 6.9% | 0.1pp |
| Food based retail | 17.5% | 20.6% | 3pp | 22.6% | -2pp |
| Specialised retail | 14.8% | 1.4% | -13.4pp | 15.7% | -14.3pp |
| Retail real estate | 5.9% | 5.6% | -0.3pp | 6.2% | -0.6pp |
| Shopping centres | 5.0% | 5.3% | 0.3pp | 5.3% | 0pp |
| Telecommunications | 0.2% | 2.9% | 2.7pp | 0.4% | 2.5pp |
| Investment mngmt. | 7.9% | 13.7% | 5.8pp | 1.0% | 12.6pp |
| (1) Shoppingcentres areproportionally consolidated (5 0%); (2) includesSonaeHolding. |
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |
|---|---|---|---|---|---|---|
| Turnover growth | ||||||
| Food based retail | 22.3% | 4.9% | -17.4pp | 22.3% | 6.6% | -15.7pp |
| Specialised retail | 14.7% | 21.5% | 6.8pp | 18.0% | 23.5% | 5.5pp |
| LFL sales growth | ||||||
| Food based retail | 0.6% | -2.4% | -3pp | 1.2% | 0.9% | -0.3pp |
| Specialised retail | -2.5% | -8.0% | -5.5pp | 0.5% | -5.0% | -5.5pp |
| Total employees | 31,269 | 34,017 | 8.8% | 31,269 | 34,017 | 8.8% |
| Food based retail | 24,554 | 25,886 | 5.4% | 24,554 | 25,886 | 5.4% |
| Specialised retail | 6,682 | 8,097 | 21.2% | 6,682 | 8,097 | 21.2% |
| Retail real estate | 3 3 |
3 4 |
3.0% | 3 3 |
3 4 |
3.0% |
| (1) Quarterly numbers areunaudited. |
(1) Quarterly numbers areunaudited.
| Million euros | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | ||||
| Food retail | |||||||||
| Turnover | 772 | 810 | 4.9% | 2,099 | 2,238 | 6.6% | |||
| Recurrent EBITDA | 5 1 |
5 1 |
-0.9% | 107 | 120 | 12.4% | |||
| EBITDA | 5 1 |
5 1 |
-0.9% | 107 | 120 | 12.4% | |||
| EBITDA margin | 6.6% | 6.3% | -0.4pp | 5.1% | 5.4% | 0.3pp | |||
| CAPEX | 3 4 |
3 2 |
-5.7% | 8 7 |
9 6 |
10.7% | |||
| Specialised retail | |||||||||
| Turnover | 233 | 283 | 21.5% | 612 | 756 | 23.5% | |||
| Recurrent EBITDA | 1 3 |
9 | -34.2% | 2 5 |
1 1 |
-57.5% | |||
| EBITDA | 1 3 |
9 | -34.2% | 2 5 |
1 1 |
-57.5% | |||
| EBITDA margin | 5.7% | 3.1% | -2.6pp | 4.1% | 1.4% | -2.7pp | |||
| CAPEX | 1 9 |
1 6 |
-13.1% | 4 9 |
7 2 |
48.0% | |||
| Retail real estate | |||||||||
| Turnover | 2 7 |
3 1 |
15.6% | 8 1 |
9 1 |
13.0% | |||
| Recurrent EBITDA (2) | 2 6 |
2 8 |
6.7% | 7 4 |
8 5 |
14.7% | |||
| EBITDA | 2 6 |
2 8 |
6.7% | 8 3 |
8 5 |
2.2% | |||
| EBITDA margin | 97.5% | 90.1% | -7.4pp | 103.1% | 93.2% | -9.8pp | |||
| CAPEX | 5 3 |
1 6 |
-70.8% | 8 8 |
7 8 |
-11.4% | |||
| Net debt including shareholder loans | 1,303 | 1,503 | 15.3% | 1,303 | 1,503 | 15.3% | |||
| Net debt | 1,311 | 1,485 | 13.3% | 1,311 | 1,485 | 13.3% | |||
| Net debt/EBITDA (last 12 months) | 4.1 x | 4.2 x | 0.1x | 4.1 x | 4.2 x | 0.1x | |||
| EBITDA/net interest expenses (last 12 months) | 5.5 x | 6.6 x | 1.1x | 5.5 x | 6.6 x | 1.1x | |||
| Net debt/invested capital | 61.1% | 59.4% | -1.7pp | 61.1% | 59.4% | -1.7pp | |||
| (1) Quarterly numbers areunaudited; (2) Excludes capital gain of 9 million eurosrelated to thesaleof a Brazilian sitei n Brazil, i n 1Q0 8. |
| Retail formats business portfolio | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of stores | Sales area('000 m2 | ) | |||||||||
| 3 1 Dec 2008 |
Stores opened |
Banner changed |
Stores closed |
3 0 Sept 2009 |
3 1 Dec 2008 |
Stores opened |
Banner changed |
Stores closed |
3 0 Sept 2009 |
Area owned (%) |
|
| Food based retail | 290 | 5 8 |
0 | -1 | 347 | 492 | 1 9 |
1 | -4 | 509 | 88% |
| Continente | 3 7 |
1 | 1 | -1 | 3 8 |
273 | 3 | 5 | -4 | 277 | 90% |
| Modelo (1) | 117 | 5 | -1 | 0 | 121 | 206 | 9 | -4 | 0 | 211 | 87% |
| Área Saúde | 8 8 |
1 6 |
0 | 0 | 104 | 7 | 2 | 0 | 0 | 1 0 |
78% |
| Bom Bocado | 4 3 |
2 8 |
0 | 0 | 7 1 |
3 | 1 | 0 | 0 | 4 | 84% |
| Book.It | 4 | 6 | 0 | 0 | 1 0 |
1 | 2 | 0 | 0 | 3 | 68% |
| Others | 1 | 2 | 0 | 0 | 3 | 2 | 1 | 0 | 0 | 3 | 31% |
| Specialized retail | 389 | 4 1 |
0 | -10 | 420 | 247 | 3 1 |
0 | -4 | 274 | 40% |
| Portugal | 373 | 3 0 |
0 | -10 | 393 | 213 | 2 0 |
0 | -4 | 229 | 45% |
| Worten | 125 | 7 | 0 | -5 | 127 | 9 9 |
1 0 |
0 | -2 | 107 | 53% |
| Vobis | 2 0 |
0 | 0 | -2 | 1 8 |
9 | 0 | 0 | -1 | 8 | 9 % |
| Worten Mobile | 4 1 |
5 | 0 | -2 | 4 4 |
1 | 0 | 0 | 0 | 1 | 38% |
| SportZone | 6 6 |
5 | 0 | -1 | 7 0 |
5 1 |
5 | 0 | -1 | 5 5 |
12% |
| Modalfa | 8 7 |
4 | 0 | 0 | 9 1 |
4 1 |
3 | 0 | 0 | 4 4 |
87% |
| Zippy | 2 9 |
4 | 0 | 0 | 3 3 |
1 1 |
1 | 0 | 0 | 1 2 |
6 % |
| Loop | 5 | 5 | 0 | 0 | 1 0 |
1 | 1 | 0 | 0 | 1 | 0 % |
| Spain | 1 6 |
1 1 |
0 | 0 | 2 7 |
3 4 |
1 0 |
0 | 0 | 4 4 |
16% |
| Worten | 1 0 |
2 | 0 | 0 | 1 2 |
2 5 |
5 | 0 | 0 | 3 0 |
24% |
| Sport Zone | 6 | 5 | 0 | 0 | 1 1 |
9 | 4 | 0 | 0 | 1 3 |
0 % |
| Zippy | 0 | 4 | 0 | 0 | 4 | 0 | 2 | 0 | 0 | 2 | 0 % |
| Invest. mngmt. | 114 | 2 | 0 | -9 | 107 | 7 0 |
1 | 0 | -4 | 6 7 |
61% |
| MaxMat | 3 7 |
1 | 0 | -3 | 3 5 |
6 5 |
1 | 0 | -4 | 6 3 |
63% |
| Travel (2) | 7 7 |
1 | 0 | -6 | 7 2 |
4 | 0 | 0 | -1 | 4 | 23% |
| Total | 793 | 101 | 0 | -20 | 874 | 809 | 5 1 |
1 | -13 | 849 | 70% |
| (1) includesModeloBonjour; (2) IncludescombinedStar and Geotur stores,resultingfrom thejoint-venture betweenSonaeand RAR. |
| Shopping centres operating review | |||||
|---|---|---|---|---|---|
| 9M08 | 9M09 | y.o.y | 2008 | y.o.y | |
| Assets under management (million euros) (1) | 6,283 | 6,145 | -2.2% | 6,173 | -0.5% |
| Real estate NAV (million euros) | 1,671 | 1,238 | -25.9% | 1,416 | -12.6% |
| Sierra Investments | 1,062 | 689 | -35.1% | 960 | -28.2% |
| Sierra Developments | 391 | 234 | -40.2% | 220 | 6.4% |
| Sierra Brazil | 226 | 268 | 18.6% | 193 | 39.3% |
| Others (2) | -8 | 4 6 |
- | 4 3 |
6.6% |
| NAV per share (euros) | 51.4 | 38.1 | -25.9% | 43.6 | -12.6% |
| Openings & acquisitions (EOP) | 2 | 1 | -50.0% | 2 | -50.0% |
| Shopping centres owned/co-owned (EOP) | 4 8 |
5 1 |
6.3% | 5 0 |
2.0% |
| GLA owned/co-owned (thousand m2) (3) | 1,902 | 2,057 | 8.1% | 1,963 | 4.8% |
| Occupancy rate of GLA owned (%) | 96.0% | 96.0% | 0.1pp | 94.3% | 1.7pp |
| Projects under development (EOP) (4) | 1 6 |
1 3 |
-18.8% | 1 4 |
-7.1% |
| GLA under development (thousand m2) | 763 | 596 | -22.0% | 701 | -14.9% |
| Shopping centres managed (EOP) | 6 1 |
6 9 |
13.1% | 6 0 |
15.0% |
| GLA under management (thousand m2) | 2,084 | 2,280 | 9.4% | 2,163 | 5.4% |
| Total employees | 1,127 | 1,146 | 1.7% | 1,141 | 0.4% |
| (1) Open market value; (2) NAV of Corporate Centre + Property Management; (3) Gross lettable area i Projects i n planningphaseand under construction. |
n operating centres; excludes the Brazilian operation; (4) |
| Million euros | ||||||
|---|---|---|---|---|---|---|
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |
| Direct results | ||||||
| Turnover | 7 5 |
7 5 |
0.3% | 164 | 161 | -1.5% |
| Investments | 5 2 |
5 1 |
-2.0% | 1 1 |
7 | -34.6% |
| Developments | 4 | 4 | 0.0% | 1 5 |
1 7 |
13.9% |
| Brazil | 5 | 6 | 19.7% | 0 | 0 | - |
| Services Business | 0 | 0 | - | 1 9 |
1 6 |
-14.4% |
| Asset management | 6 | 6 | 0.0% | 1 9 |
1 8 |
-4.9% |
| Property management | 6 | 6 | 0.0% | 5 | 6 | 34.7% |
| Others & eliminations | 1 | 1 | 18.9% | 9 8 |
9 6 |
-2.5% |
| EBITDA | 4 4 |
4 4 |
0.4% | 129 | 129 | -0.1% |
| EBITDA margin | 58.7% | 58.8% | 0.1pp | 78.9% | 80.0% | 1.1pp |
| Services EBITDA margin | 33.6% | 22.4% | -11.1pp | 94.2% | 186.1% | 91.9pp |
| Investments | 4 2 |
4 3 |
1.3% | -38 | -62 | -63.8% |
| Developments | -10 | -22 | -111.1% | 1 1 |
1 2 |
15.0% |
| Brazil | 4 | 5 | 30.3% | 0 | 0 | - |
| Services Business | 0 | 0 | -33.1% | 9 | 5 | -43.3% |
| Asset management | 3 | 1 | -48.2% | 4 | 3 | -24.2% |
| Property management | 1 | 1 | 1.5% | 1 8 |
4 2 |
131.2% |
| Others & eliminations | 4 | 1 6 |
- | 1 8 |
4 2 |
131.2% |
| Net financial results | -23 | -17 | 25.0% | -67 | -59 | 11.1% |
| Direct results | 1 6 |
2 1 |
32.4% | 5 0 |
5 6 |
10.6% |
| Indirect results | ||||||
| Gains realized on investments | 4 | 1 | -64.6% | 1 7 |
2 | -91.0% |
| Assets at risk provision | -1 | 0 | - | -6 | -6 | -14.3% |
| VCIDP (2) | -48 | -30 | 37.9% | -91 | -243 | -167.4% |
| Indirect results | -35 | -25 | 27.5% | -69 | -199 | -190.4% |
| Total net results | ||||||
| Total net results | -20 | -20 | 0.0% | -18 | -158 | - |
| group share | -12 | -12 | 0 % |
6 | -106 | - |
| Net debt including shareholder loans | 1,657 | 1,915 | 15.6% | 1,657 | 1,915 | 15.6% |
| Net debt | 1,731 | 1,948 | 12.6% | 1,731 | 1,948 | 12.6% |
| Loan to Value | 42.8% | 50.8% | 8pp | 42.8% | 50.8% | 8pp |
| Net debt/EBITDA (last 12 months) | 10.5 x | 12.1 x | 1.6x | 10.5 x | 12.1 x | 158pp |
| EBITDA/net interest expenses (last 12 months) | 2.1 x | 2.2 x | 0 x |
2.1 x | 2.2 x | 3.4pp |
| Net debt/invested capital | 46.8% | 56.2% | 9.4pp | 46.8% | 56.2% | 9.4pp |
| CAPEX | 7 3 |
4 8 |
-34.7% | 206 | 117 | -43.3% |
| (1) Quarterly numbers areunaudited; (2) Valuecreated on investment and development properties. |
(1) Quarterly numbers areunaudited; (2) Valuecreated on investment and development properties.
| 2008 | 9M09 | y.o.y | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Max | Avg | Min | Max | Avg | Min | Max | Avg | Min | |
| Portugal | 7.5% | 5.8% | 5.4% | 8.0% | 6.4% | 5.9% | 0.5pp | 0.55pp | 0.45pp |
| Spain | 9.4% | 6.5% | 5.7% | 9.1% | 7.1% | 6.3% | -0.3pp | 0.55pp | 0.55pp |
| Italy | 7.7% | 6.4% | 5.8% | 7.7% | 6.7% | 6.0% | 0pp | 0.39pp | 0.2pp |
| Germany | 6.0% | 5.9% | 5.8% | 6.0% | 6.0% | 6.0% | 0pp | 0.08pp | 0.25pp |
| Greece | 7.0% | 7.0% | 7.0% | 7.0% | 7.0% | 7.0% | 0pp | 0pp | 0pp |
| Romania | 8.0% | 8.0% | 8.0% | 9.0% | 9.0% | 9.0% | 1pp | 1pp | 1pp |
| Brazil | 9.8% | 8.6% | 8.3% | 9.8% | 8.6% | 8.3% | 0pp-0.03pp | 0pp |
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |
|---|---|---|---|---|---|---|
| Mobile | ||||||
| Customers (EOP) ('000) | 3,058 | 3,327 | 8.8% | 3,058 | 3,327 | 8.8% |
| ARPU (euros) (2) | 17.4 | 15.2 | -12.4% | 17.1 | 15.0 | -12.3% |
| Wireline | ||||||
| Total accesses (EOP) ('000) | 644 | 514 | -20.3% | 644 | 514 | -20.3% |
| Direct accesses (EOP) ('000) | 476 | 426 | -10.4% | 476 | 426 | -10.4% |
| Direct access as % customer revenues | 72.6% | 75.9% | 3.3pp | 69.7% | 77.0% | 7.3pp |
| Online & Media | ||||||
| (3) Average paid circulation ('000) |
4 1 |
3 6 |
-12.1% | 4 1 |
3 8 |
-7.4% |
| Market share of advertising (%) | 11.3% | 11.0% | -0.3pp | 12.3% | 11.8% | -0.5pp |
| SSI | ||||||
| IT service revenues / employee ('000 euros) | 30.0 | 30.9 | 2.9% | 88.0 | 93.6 | 6.4% |
| Total employees | 1,973 | 2,003 | 1.5% | 1,973 | 2,003 | 1.5% |
(1) Quarterly numbers are unaudited; (2) Average revenues per user; (3) Estimated value updated in the following quarter.
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Turnover | 251 | 235 | -6.5% | 727 | 717 | -1.4% | ||||
| Mobile | 166 | 155 | -6.7% | 469 | 453 | -3.3% | ||||
| Wireline | 7 3 |
6 2 |
-14.3% | 220 | 186 | -15.3% | ||||
| Media | 7 | 7 | 2.4% | 2 4 |
2 2 |
-7.7% | ||||
| SSI | 3 1 |
3 3 |
7.3% | 8 6 |
116 | 34.9% | ||||
| Others & eliminations | -25 | -22 | 10.5% | -72 | -61 | 14.7% | ||||
| Other revenues | 1 | 1 | -45.5% | 6 | 3 | -46.1% | ||||
| Recurrent EBITDA (2) | 4 2 |
4 5 |
6.5% | 111 | 137 | 23.0% | ||||
| EBITDA | 4 8 |
4 5 |
-6.6% | 117 | 137 | 16.8% | ||||
| EBITDA margin (%) | 19.2% | 19.2% | 0pp | 16.1% | 19.1% | 3pp | ||||
| Mobile | 4 4 |
4 2 |
-2.4% | 106 | 131 | 24.3% | ||||
| Wireline | 4 | 2 | -60.9% | 8 | 3 | -59.7% | ||||
| Media | -1 | -1 | 50.1% | -3 | -2 | 17.2% | ||||
| SSI | 2 | 2 | 14.6% | 5 | 6 | 8.9% | ||||
| Others & eliminations | 0 | 0 | -150.9% | 0 | -2 | - | ||||
| EBIT | 8 | 5 | -32.3% | -1 | 1 8 |
- | ||||
| Net financial results | -4 | -4 | 19.9% | -12 | -11 | 11.8% | ||||
| Total net income | 4 | 1 | -66.3% | -8 | 3 | - | ||||
| group share | 4 | 1 | -67.7% | -8 | 3 | - | ||||
| Excluding the securitization transaction: | ||||||||||
| Net debt including shareholder loans | 383 | 386 | 0.8% | 383 | 386 | 0.8% | ||||
| Net debt | 383 | 386 | 0.8% | 383 | 386 | 0.8% | ||||
| Net debt/EBITDA (last 12 months) | 2.4 x | 2.1 x | -0.3x | 2.4 x | 2.1 x | -0.3x | ||||
| EBITDA/net interest expenses (last 12 months) | 10.2 x | 11.7 x | 1.5x | 10.2 x | 11.7 x | 1.5x | ||||
| Net debt/invested capital | 46.5% | 51.3% | 4.8pp | 46.5% | 51.3% | 4.8pp | ||||
| CAPEX | 4 9 |
5 0 |
1.5% | 211 | 103 | -51.0% | ||||
| Operating CAPEX (3) | 4 7 |
3 5 |
-24.0% | 114 | 8 8 |
-23.3% | ||||
| EBITDA minus Operating CAPEX | 2 | 1 0 |
- | 2 | 4 9 |
- | ||||
| Free Cash Flow | -13 | 2 1 |
- | -71 | 3 | - | ||||
| provisionsfor dismantlingof sitesand other non operational investments. | (1) Quarterly numbers are unaudited; (2) Excludes 2007 fixed termination rates recognized i n 3Q08; (3) Operating CAPEX excludes financial investments, |
provisionsfor dismantlingof sitesand other non operational investments.
| Investment management unit (1) Million euros |
||||||
|---|---|---|---|---|---|---|
| 3Q08 | 3Q09 | y.o.y | 9M08 | 9M09 | y.o.y | |
| Turnover | 6 6 |
5 6 |
-14.7% | 172 | 147 | -14.5% |
| Recurrent EBITDA | 6 | 3 1 |
- | 1 1 |
3 1 |
179.7% |
| EBITDA | 6 | 3 1 |
- | 1 1 |
3 1 |
179.7% |
| EBIT | 4 | 3 0 |
- | 8 | 2 8 |
- |
| Net debt including shareholder loans | 7 5 |
9 0 |
20.5% | 7 5 |
9 0 |
20.5% |
| Net debt | 2 | 8 | - | 2 | 8 | - |
| CAPEX | 1 | 2 4 |
- | 4 | 3 2 |
- |
| Total employees | 1,153 | 1,040 | -9.8% | 1,153 | 1,040 | -9.8% |
(1) Quarterly numbers areunaudited.
Condensed consolidated financial statements
| ASSETS | Notes | 30 September 2009 | 30 September 2008 | 31 December 2008 |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 9 | 2,752,658,382 | 2,350,231,505 | 2,507,943,036 |
| Intangible assets | 10 | 440,730,285 | 437,113,589 | 440,299,161 |
| Investment properties | 11 | 1,826,209,830 | 1,915,690,332 | 1,842,002,573 |
| Goodwill | 12 | 706,006,096 | 684,562,101 | 697,267,362 |
| Associated investments | 6 | 57,390,084 | 111,114,672 | 142,663,495 |
| Other investments | 7 e 13 | 19,942,309 | 16,139,778 | 12,978,175 |
| Deferred tax assets | 16 | 218,905,557 | 145,622,262 | 206,954,689 |
| Other non-current assets | 14 | 21,786,559 | 57,664,120 | 21,283,515 |
| Total Non-Current Assets | 6,043,629,102 | 5,718,138,359 | 5,871,392,006 | |
| CURRENT ASSETS: | ||||
| Stocks | 616,501,415 | 520,584,503 | 560,433,179 | |
| Trade account receivables and other current assets | 15 | 683,180,767 | 642,246,071 | 616,554,385 |
| Investments | 13 | 56,361,190 | 67,191,068 | 63,556,763 |
| Cash and cash equivalents | 17 | 104,785,106 | 585,274,869 | 184,360,904 |
| Total Current Assets | 1,460,828,478 | 1,815,296,511 | 1,424,905,231 | |
| Assets available for sale | 5,782,499 | 7,685,617 | 9,893,174 | |
| TOTAL ASSETS | 7,510,240,079 | 7,541,120,487 | 7,306,190,411 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |
| Own shares | (136,911,861) | (138,568,275) | (138,568,275) | |
| Reserves and retained earnings | (743,989,310) | (743,965,559) | (790,472,618) | |
| Profit/(Loss) for the period attributable to the equity holders of Sonae | 31,829,547 | 53,099,258 | 80,035,669 | |
| Equity attributable to the equity holders of Sonae | 1,150,928,376 | 1,170,565,424 | 1,150,994,776 | |
| Equity attributable to minority interests | 18 | 435,355,599 | 445,577,951 | 411,549,101 |
| TOTAL EQUITY | 1,586,283,975 | 1,616,143,375 | 1,562,543,877 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 20 | 3,163,869,958 | 2,955,192,156 | 3,016,453,113 |
| Other non-current liabilities | 22 | 237,465,598 | 193,330,488 | 155,464,158 |
| Deferred tax liabilities | 16 | 324,869,332 | 317,279,997 | 330,908,680 |
| Provisions | 25 | 63,464,922 | 68,920,297 | 57,086,975 |
| Total Non-Current Liabilities | 3,789,669,810 | 3,534,722,938 | 3,559,912,926 | |
| CURRENT LIABILITIES: | ||||
| Loans | 20 | 380,014,162 | 804,079,637 | 370,071,172 |
| Trade creditors and other current liabilities | 24 | 1,752,475,055 | 1,582,750,163 | 1,811,293,282 |
| Provisions | 25 | 1,797,077 | 3,424,374 | 2,369,154 |
| Total Current Liabilities | 2,134,286,294 | 2,390,254,174 | 2,183,733,608 | |
| TOTAL LIABILITIES | 5,923,956,104 | 5,924,977,112 | 5,743,646,534 | |
| TOTAL EQUITY AND LIABILITIES | 7,510,240,079 | 7,541,120,487 | 7,306,190,411 |
The accompanying notes are part of these condensed consolidated financial statements.
| (Amounts expressed in euro) | |||||
|---|---|---|---|---|---|
| Notes | t h Quarter ended 3 30 September 2009 |
t h Quarter ended 3 30 September 2008 |
30 September 2009 | 30 September 2008 | |
| Sales | 1,168,373,901 | 1,091,776,482 | 3,232,267,508 | 2,944,398,240 | |
| Services rendered | 289,530,321 | 304,979,750 | 833,873,326 | 889,021,199 | |
| Value created on investment properties | 11 | (12,470,962) | (21,423,890) | (112,829,032) | (43,087,557) |
| Investment income | 30,044,604 | 2,032,684 | 34,503,669 | 10,259,154 | |
| Financial income | 4,961,844 | 10,137,876 | 13,049,256 | 30,076,323 | |
| Other income | 80,063,665 | 111,619,467 | 297,629,030 | 320,686,745 | |
| Cost of goods sold and materials consumed | (915,044,684) | (869,165,186) | (2,564,504,395) | (2,359,206,508) | |
| External supplies and services | (287,750,013) | (301,846,508) | (822,262,912) | (874,251,193) | |
| Staff costs | (160,920,523) | (144,460,408) | (482,973,783) | (444,173,370) | |
| Depreciation and amortisation | (76,218,947) | (68,806,266) | (221,370,993) | (201,873,243) | |
| Provisions and impairment losses | (4,164,180) | (4,831,754) | (20,316,978) | (16,371,985) | |
| Financial expenses | (30,900,204) | (52,155,457) | (111,222,916) | (149,689,412) | |
| Other expenses | (17,902,702) | (25,304,401) | (65,890,733) | (64,446,743) | |
| Share of results of associated undertakings | 6 | (900,831) | (1,126,775) | (3,856,066) | 176,152 |
| Profit/(Loss) before taxation | 66,701,289 | 31,425,614 | 6,094,981 | 41,517,802 | |
| Taxation | 28 | (8,117,785) | (3,192,415) | 2,185,189 | (3,371,134) |
| Profit/(Loss) after taxation | 29 | 58,583,504 | 28,233,199 | 8,280,170 | 38,146,668 |
| Attributable to: | |||||
| Equity holders of Sonae | 59,949,851 | 28,881,215 | 31,829,547 | 53,099,258 | |
| Minority interests | (1,366,347) | (648,016) | (23,549,377) | (14,952,590) | |
| Profit/(Loss) per share | |||||
| Basic | 30 | 0.032092 | 0.015468 | 0.017043 | 0.028438 |
| Diluted | 30 | 0.032092 | 0.015468 | 0.017043 | 0.028438 |
The accompanying notes are part of these condensed consolidated financial statements.
| (Amounts expressed in euro) | |||||
|---|---|---|---|---|---|
| Notes | t h Quarter ended 3 30 September 2009 |
t h Quarter ended 3 30 September 2008 |
30 September 2009 | 30 September 2008 | |
| Net Profit / (Loss) for the period | 29 | 58,583,504 | 28,233,199 | 8,280,170 | 38,146,668 |
| Exchange differences arising on translation of foreign operations Participation in other comprehensive income (net of tax) related to associated companies included in consolidation by the equity |
9,958,661 | (10,642,388) | 29,502,119 | (8,639,007) | |
| method | - | 142,129 | 1,544,487 | 610,795 | |
| Changes on fair value of available-for-sale financial assets | 4,316,000 | - | 8,134,000 | - | |
| Changes in hedge and fair value reserves | (2,504,449) | (19,375,416) | (15,625,587) | (8,953,805) | |
| Income tax relating to components of other comprehensive income | (40,345) | 357,624 | 981,953 | - | |
| Other comprehensive income for the period | 11,729,867 | (29,518,051) | 24,536,972 | (16,982,017) | |
| Total comprehensive income for the period | 70,313,371 | (1,284,852) | 32,817,142 | 21,164,651 | |
| Attributable to: | |||||
| Equity holders of Sonae | 70,311,362 | 2,988,195 | 55,808,422 | 35,486,155 | |
| Minority interests | 2,009 | (4,273,047) | (22,991,280) | (14,321,504) |
The accompanying notes are part of these condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| Reserves and Retained Earnings Currency Investments Other Reserves Minority Notes Share Own Legal Translation Hedging Fair Value and Retained Net Interests Capital Shares Reserve Reserve Reserve Reserve Earnings Total Profit/(Loss) Total Balance as at 1 January 2008 2,000,000,000 (138,568,275) 160,880,817 25,481,974 - 4,449,821 (1,166,627,627) (975,815,015) 284,044,038 1,169,660,748 448,365,507 Total comprehensive income for the period - - - (8,394,958) - (9,218,145) - (17,613,103) 53,099,258 35,486,155 (14,321,504) Appropriation of profit of 2007: Transfer to legal reserves and retained earnings - - 825,157 - - - 283,218,881 284,044,038 (284,044,038) - - Dividends distributed - - - - - - (56,016,000) (56,016,000) - (56,016,000) (3,352,350) Adjustments of Sonae Capital right shares related to the spin-off - - - - - - 23,762,601 23,762,601 - 23,762,601 - Aquisitions and sales of shares of affiliated undertakings - - - - - - - - - - (21,396,930) Capital increases - - - - - - - - - - 36,605,000 In other reserves - - - - - - (2,328,080) (2,328,080) - (2,328,080) (321,772) Balance as at 30 September 2008 2,000,000,000 (138,568,275) 161,705,974 17,087,016 - (4,768,324) (917,990,225) (743,965,559) 53,099,258 1,170,565,424 445,577,951 Saldo em 1 de Janeiro de 2009 2,000,000,000 (138,568,275) 161,705,974 (4,251,321) (1,976,346) (11,232,990) (934,717,935) (790,472,618) 80,035,669 1,150,994,776 411,549,101 Total comprehensive income for the period - - - 28,454,390 8,134,000 (12,609,515) - 23,978,875 31,829,547 55,808,422 (22,991,280) Appropriation of profit of 2008: Transfer to legal reserves and retained earnings - - 1,523,608 - - - 78,512,061 80,035,669 (80,035,669) - - Dividends distributed - - - - - - (56,450,634) (56,450,634) - (56,450,634) - Sales of own shares - 1,656,414 - - - - - - - 1,656,414 - Aquisitions of shares of affiliated undertakings - - - - - - - - - - 60,659,788 Sales of shares of affiliated undertakings - - - - - - - - - - (16,237,539) In other reserves - - - - - - (1,080,602) (1,080,602) - (1,080,602) 2,375,529 Balance as at 30 September 2009 2,000,000,000 (136,911,861) 163,229,582 24,203,069 6,157,654 (23,842,505) (913,737,110) (743,989,310) 31,829,547 1,150,928,376 435,355,599 The accompanying notes are part of these condensed consolidated financial statements. The Board of Directors |
Attributable to Equity Holders of Sonae | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Total Equity |
||||||||||
| 1,618,026,255 | ||||||||||
| 21,164,651 | ||||||||||
| - (59,368,350) 23,762,601 (21,396,930) |
||||||||||
| 36,605,000 (2,649,852) |
||||||||||
| 1,616,143,375 | ||||||||||
| 1,562,543,877 | ||||||||||
| 32,817,142 | ||||||||||
| - (56,450,634) 1,656,414 60,659,788 (16,237,539) 1,294,927 1,586,283,975 |
||||||||||
| 26 |
| 3th Quarter ended 30 September 2009 |
3th Quarter ended 30 September 2008 |
30 September 2009 | 30 September 2008 | ||
|---|---|---|---|---|---|
| OPERATING ACTIVITIES | Notes | ||||
| Net cash flow from operating activities (1) | 200,092,438 | 193,901,311 | 336,906,496 | 180,474,664 | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: Investments Tangible, intangible assets and propertie investments Dividends Others |
30,404,892 662,025 631,207 1,175,550 |
19,045,841 27,664,309 178,886 5,745,046 |
32,559,441 9,307,264 840,210 28,469,711 |
102,962,837 35,470,031 329,055 21,509,966 |
|
| 32,873,674 | 52,634,082 | 71,176,626 | 160,271,889 | ||
| Cash Payments arising from: Investments Tangible, intangible assets and propertie investments Others |
(23,078,373) (167,969,756) (6,601,181) |
(8,248,010) (179,700,392) (15,355,447) |
(45,988,831) (472,620,260) (20,330,839) |
(46,068,195) (475,412,606) (38,992,339) |
|
| (197,649,310) | (203,303,849) | (538,939,930) | (560,473,140) | ||
| Net cash used in investment activities (2) | (164,775,636) | (150,669,767) | (467,763,304) | (400,201,251) | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: Loans obtained Capital increases, additional paid in capital and share premiums Others |
3,122,084,464 22,312,407 23,373,137 |
3,137,780,898 - - |
9,283,981,490 22,312,407 69,473,192 |
6,248,858,235 1,608,000 - |
|
| 3,167,770,008 | 3,137,780,898 | 9,375,767,089 | 6,250,466,235 | ||
| Cash Payments arising from: Loans obtained Interest and similar charges Dividends Others |
(3,245,631,783) (34,734,070) (108,806) (339,968) |
(2,614,996,921) (51,344,723) (13,741) (63,340,540) |
(9,161,191,995) (134,043,077) (60,279,134) (5,427,515) |
(5,373,662,489) (147,342,401) (62,292,027) (175,502,764) |
|
| (3,280,814,627) | (2,729,695,925) | (9,360,941,721) | (5,758,799,681) | ||
| Net cash used in financing activities (3) | (113,044,619) | 408,084,973 | 14,825,368 | 491,666,554 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) Effect of foreign exchange rate Cash and cash equivalents at the beginning of the period |
17 | (77,727,817) (1,629,566) 105,115,053 |
451,316,517 157,977 96,264,308 |
(116,031,440) (2,082,254) 142,965,989 |
271,939,967 142,691 275,625,572 |
| Cash and cash equivalents at the end of the period | 17 | 29,016,803 | 547,422,848 | 29,016,803 | 547,422,848 |
The accompanying notes are part of these condensed consolidated financial statements.
Notes to the condensed consolidated financial
statements for the nine months period ended
(Amounts expressed in euro)
(Translation of consolidated financial statements originally issued in Portuguese.
In case of discrepancies the Portuguese version prevails.)
SONAE, SGPS, SA ("the Company" or "Sonae"), with head office at Lugar do Espido, Via Norte, Apartado 1011, 4471-909 Maia, Portugal, is the parent company of a group of companies, as detailed in Notes 4 to 7 ("Sonae Group"). The Group's operations and business segments are described in Note 32.
The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2008, with the exception of those described in note 3.
2.1. Basis of preparation
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accompanying condensed consolidated financial statements have been prepared from the books and accounting records of the companies included in the consolidation (Notes 4 to 6) on a going concern basis and under the historical cost convention, except for investment properties and financial instruments which are stated at fair value.
During the period it has been adopted for the first time the revised version of IAS 1 (effective for the periods that began on 1 January 2009) in accordance there were some changes made to the disclosures but there were neither impacts on results nor on financial position.
Additionally it has been adopted IFRS 8 – Operating Segments, which implied changes in the segments reported by the Group (Note 32), but had no impacts on results or on financial position.
The remaining changes occurred at IFRS, which became effective during this period, and that were disclosed on 2008 financial statements had no material impact on the Sonae financial statements.
Group companies included in the consolidated financial statements, their head offices and percentage of share capital held by the Group as at 3o September 2009 and 31 December 2008 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | ||||||
| COMPANY | Head Office | Direct | Total | Direct | Total | ||
| Sonae - SGPS, S.A. | Maia | HOLDING | HOLDING | HOLDING | HOLDING | ||
| Retail | |||||||
| Arat Inmuebles, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Azulino Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | BB Food Service, SA | a) | Maia | 100.00% | 100.00% | - | - |
| Bertimóvel - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Best Offer - Prestação de Informações por Internet, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Bikini, Portal de Mulheres, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Bom Momento - Comércio Retalhista, SA | a) | Maia | 100.00% | 100.00% | - | - |
| Canasta - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Carnes do Continente - Industria e Distribuição Carnes, SA |
a) | Santarém | 100.00% | 100.00% | 100.00% | 100.00% | |
| Chão Verde - Sociedade de Gestão Imobiliária, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Citorres - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Contibomba - Comércio e Distribuição de Combustíveis, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| Contimobe - Imobiliária de Castelo de Paiva, SA |
a) | Castelo de Paiva | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Continente Hipermercados, SA | a) | Lisboa | 100.00% | 100.00% | 100.00% | 100.00% | |
| Cumulativa - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Difusão - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Edições Book.it, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Efanor - Design e Serviços, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Estevão Neves - Hipermercados da Madeira, SA |
a) | Madeira | 100.00% | 100.00% | 100.00% | 100.00% | |
| Farmácia Selecção, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fozimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Fozmassimo - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| 5) | Fundo de Investimento Imobiliário Fechado Imosede |
a) | Maia | 54.55% | 54.55% | 49.oo% | 49.00% |
| Fundo de Investimento Imobiliário Imosonae Dois |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Global S - Hipermercado, Lda | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Good and Cheap - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | - | - |
| 1) | Hipotética - Comércio Retalhista, SA | a) | Matosinhos | 100.00% | 100.00% | - | - |
| IGI - Investimento Imobiliário, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Igimo - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Iginha - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoconti - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoestrutura - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imomuro - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imoresultado - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Imosistema - Sociedade Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Infofield - Informática, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Inventory - Acessórios de Casa, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Just Sport - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | - | - |
| Marcas MC, zRT | a) | Budapest (Hungary) |
100.00% | 100.00% | 100.00% | 100.00% | |
| MJLF - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | MC - SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | - | - |
| Modalfa - Comércio e Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
| 1) | Modalloop – Vestuário e Calçado, SA | a) | Matosinhos | 100.00% | 100.00% | - | - |
|---|---|---|---|---|---|---|---|
| Modelo Continente - Operações de Retalho SGPS, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Hipermercados,SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Continente Seguros - Sociedade Mediação, SA |
a) | Porto | 100.00% | 87.50% | 100.00% | 100.00% | |
| Modelo Hiper Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo Hipermercados Trading, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Modelo.com - Vendas p/Correspond., SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| NA - Comércio de Artigos de Desporto, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| NA - Equipamentos para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Peixes do Continente - Indústria e Distribuição de Peixes, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Pharmacontinente - Saúde e Higiene, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Predicomercial - Promoção Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Selifa - Empreendimentos Imobiliários de Fafe, SA |
a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sempre à Mão - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sesagest - Proj.Gestão Imobiliária, SA | a) | Porto | 100.00% | 100.00% | 100.00% | 100.00% | |
| Socijofra - Sociedade Imobiliária, SA | a) | Gondomar | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sociloures - Sociedade Imobiliária, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Soflorin, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Solaris Supermercados, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Capital Brasil, Lda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Distribuição, SGPS, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| SIAL Participações, Ltda | a) | São Paulo (Brazil) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Retalho España - Servicios Generales, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sondis Imobiliária, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sontária - Empreendimentos Imobiliários, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonvecap, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Sport Zone - Comércio de Artigos de Desporto, SA |
a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sport Zone Espanã - Comércio de Articulos de Deporte, SA |
a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| Tlantic Portugal - Sistemas de Informação, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% | |
| Tlantic Sistemas de Informação, Ltda | a) | Porto Alegre (Brazil) |
100.00% | 100.00% | 100.00% | 100.00% |
| Todos os Dias - Com. Ret. Expl. C. Comer., SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
|---|---|---|---|---|---|---|---|
| Valor N, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| 1) | Well W - Electrodomésticos e Equipamentos, SA |
a) | Matosinhos | 100.00% | 100.00% | - | - |
| Worten - Equipamento para o Lar, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% | |
| Worten España Distribución, S.L. | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% | |
| 6) | Zippy – Comércio e Distribuição, SA | a) | Matosinhos | 100.00% | 100.00% | 100.00% | 100.00% |
| 7) | Zippy - Comércio Y Distribución, SA | a) | Madrid (Spain) | 100.00% | 100.00% | 100.00% | 100.00% |
| Telecommunications | |||||||
| Be Artis - Concepção, Construção e Gestão de Redes de Comunicações, SA |
a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Be Towering – Gestão de Torres de Telecomunicações, SA |
a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| 3) | We Do Technologies Australia PTY Limited | a) | Australia | 100.00% | 54.13% | 100.00% | 53.95% |
| 4) | We Do Poland Sp.Z.o.o. | a) | Posnan (Poland) | 100.00% | 54.13% | 100.00% | 53.95% |
| 8) | Cape Tecnologies (U.K) Limited | a) | Cardiff (U.K.) | 100.00% | 54.13% | 100.00% | 53.95% |
| Cape Tecnologies Americas, Inc. | a) | Miami (USA) | 100.00% | 54.13% | 100.00% | 53.95% | |
| Cape Tecnologies Limited | a) | Dublin (Ireland) | 100.00% | 54.13% | 100.00% | 53.95% | |
| Digitmarket - Sistemas de Informação, SA | a) | Maia | 75.10% | 40.66% | 75.10% | 40.52% | |
| Lugares Virtuais, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| M3G - Edições Digitais, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Magma - Operação de Titularização de Créditos |
c) | Portugal | 100.00% | 54.13% | 100.00% | 53.95% | |
| Mainroad Serviços em Tecnologias de Informação, SA |
a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Miauger - Org. Gestão Leilões Electronicos, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Per-Mar - Sociedade de Construções, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Praesidium Services Limited | a) | Berkshire (U.K.) | 100.00% | 54.13% | 100.00% | 53.95% | |
| Praesidium Tecnologies Limited | a) | Berkshire (U.K.) | 100.00% | 54.13% | 100.00% | 53.95% | |
| Público - Comunicação Social, SA | a) | Porto | 100.00% | 54.13% | 100.00% | 53.95% | |
| Saphety Level - Trusted Services, SA | a) | Maia | 86.99% | 47.09% | 86.99% | 46.93% | |
| Sonae Telecom, SGPS, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Sonaecom - Serviços de Comunicação, SA | a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| Sonaecom - Sistemas de Informação, SGPS, SA |
a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% |
| Sonaecom BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.13% | 100.00% | 53.95% | |
|---|---|---|---|---|---|---|---|
| Sonaecom, SGPS, SA | a) | Maia | 54.96% | 54.13% | 53.95% | 53.95% | |
| Sonaetelecom, BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.13% | 100.00% | 53.95% | |
| Tecnológica Telecomunicações Ltda | a) | Rio de Janeiro (Brazil) |
99.99% | 54.08% | 99.99% | 53.89% | |
| 2) | Telemilénio - Telecomunicações Soc.Unipessoal, Lda |
a) | Lisboa | 100.00% | 54.13% | 100.00% | 53.95% |
| We Do Brasil - Soluções Informáticas, Ltda | a) | Rio de Janeiro (Brazil) |
99.91% | 54.08% | 99.91% | 53.90% | |
| We Do Consulting - Sistemas de Informação, SA |
a) | Maia | 100.00% | 54.13% | 100.00% | 53.95% | |
| We Do Technologies (UK) Limited | a) | Berkshire (U.K.) | 100.00% | 54.13% | 100.00% | 53.95% | |
| We Do Technologies BV | a) | Amsterdam (The Netherlands) |
100.00% | 54.13% | 100.00% | 53.95% | |
| We Do Technologies Egypt Limited Liability Company |
a) | Cairo (Egypt) | 100.00% | 54.13% | 100.00% | 53.95% | |
| We Do Technologies Mexico S. de RL | a) | Mexico City | 100.00% | 54.13% | 100.00% | 53.95% | |
| Management investments | |||||||
| 9) | ADD Avaliações Engenharia de Avaliações e Perícias, Ltda |
a) | Brazil | 100.00% | 50.01% | - | - |
| 9) | ADDmakler Administração e Corretagem de Seguros, Ltda |
a) | Brazil | 99.98% | 50.00% | - | - |
| 9) | ADDmakler Administradora, Corretora de Seguros Partic. Ltda |
a) | Brazil | 100.00% | 50.01% | - | - |
| 9) | Fontana Corretora de Seguros Ltda | a) | Brazil | 99.99% | 50.01% | - | - |
| 9) | Herco Consultoria de Risco e Corretora de Seguros, Ltda |
a) | Brazil | 100.00% | 50.01% | - | - |
| 9) | Larim Corretora de Resseguros Ltda | a) | Brazil | 99.99% | 50.01% | - | - |
| 9) | Lazam/mds Correctora Ltda | a) | Brazil | 100.00% | 50.01% | 45.00% | 45.00% |
| MDS - Corretor de Seguros, SA | a) | Porto | 100.00% | 50.01% | 100.00% | 100.00% | |
| MDS, SGPS, SA | a) | Maia | 50.01% | 50.01% | 100.00% | 100.00% | |
| 9) | Miral Administração e Corretagem de Seguros, Ltda |
a) | Brazil | 100.00% | 50.01% | - | - |
| Modelo - Distribuição de Materiais de Construção, SA |
b) | Maia | 50.00% | 50.00% | 50.00% | 50.00% | |
| 9) | RSI Corretora de Seguros, Ltda | a) | Brazil | 100.00% | 50.01% | - | - |
| 9) | Terra Nossa Corretora de Seguros, Ltda | a) | Brazil | 100.00% | 50.01% | - | - |
| Others | |||||||
| Libra Serviços, Lda | a) | Funchal | 100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae Investments, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% | |
| Sonae RE, SA | a) | Luxembourg | 99,92% | 99,92% | 100,00% | 100,00% |
| Sonaecenter Serviços, SA | a) | Maia | 100.00% | 100.00% | 100.00% | 100.00% |
|---|---|---|---|---|---|---|
| Sonaegest-Soc.Gest.Fundos Investimentos, SA |
a) | Maia | 80.00% | 70.00% | 80.00% | 70.00% |
| Sontel, BV | a) | Amsterdam (The Netherlands) |
100.00% | 100.00% | 100.00% | 100.00% |
These group companies are consolidated using the full consolidation method.
Jointly controlled companies included in the consolidated financial statements, their head offices and the percentage of share capital held by the Group as at 30 September 2009 and 31 December 2008 are as follows:
| Percentage of capital held | ||||||
|---|---|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | |
| Shopping Centres | ||||||
| 3DO Holding GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| 3DO Shopping Centre GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% | |
| 3shoppings - Holding, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Aegean Park, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% | |
| Airone - Shopping Centre, Srl | Milan (Italy) | 100.00% | 25.05% | 100.00% | 25.05% | |
| ALEXA Administration GmbH | Berlin (Germany) | 100.00% | 25.00% | 100.00% | 25.00% | |
| ALEXA Holding GmbH | Dusseldorf (Germany) |
50.00% | 25.00% | 50.00% | 25.00% | |
| ALEXA Shopping Centre GmbH | Dusseldorf (Germany) |
100.00% | 25.00% | 100.00% | 25.00% | |
| Algarveshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Arrábidashopping - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Avenida M-40, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% | |
| Avenida M-40, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% | |
| Cascaishopping - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Cascaishopping Holding I, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Centro Colombo - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% | |
| Centro Vasco da Gama - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% | |
| Clérigoshopping - Gestão do Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% | |
| Coimbrashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% | |
| Colombo Towers Holding, BV | The Hague (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% | |
| Craiova Mall BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% | |
| Dortmund Tower GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Dos Mares - Shopping Centre, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
|---|---|---|---|---|---|
| Dos Mares - Shopping Centre, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| El Rosal Shopping, SA | Madrid (Spain) | 70.00% | 35.00% | 70.00% | 35.00% |
| Estação Viana - Centro Comercial, SA | Viana do Castelo | 100.00% | 25.05% | 100.00% | 25.05% |
| Freccia Rossa - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% |
| 1) Fundo I.I . Parque Dom Pedro Shopping Center, SA | São Paulo (Brasil) | 100.00% | 25.00% | - | - |
| Fundo Investimento Imob. Shopping Parque D. Pedro Shopping, SA |
São Paulo (Brazil) | 100.00% | 21.22% | 100.00% | 24.36% |
| Gaiashopping I - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% |
| Gaiashopping II - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% |
| 3) Gli Orsi - Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Gli Orsi 1 Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Guimarãeshopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| 2) Harvey Dos Iberica, SL | Madrid (Spain) | 50.00% | 12.53% | - | - |
| 2) 4) Le Terrazze – Shopping Centre 1, Srl | Milan (Italy) | 50.00% | 25.00% | - | - |
| Iberian Assets, SA | Madrid (Spain) | 49.78% | 12.48% | 49.78% | 12.48% |
| Inparsa - Gestão de Galeria Comerc., SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Ioannina Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| KLC Holdings XII, SA | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% |
| La Farga - Shopping Centre, SL | Madrid (Spain) | 100.00% | 12.48% | 100.00% | 12.48% |
| Larissa Development of Shopping Centres, SA | Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| Le Terrazze - Shopping Centre, Srl | Milan (Italy) | 50.00% | 25.00% | 50.00% | 25.00% |
| Lembo Services Ltd | Cyprus | 100.00% | 50.00% | 100.00% | 50.00% |
| Loop 5 - Shopping Centre Gmbh | Dusseldorf (Germany) |
50.00% | 25.00% | 50.00% | 25.00% |
| Luz del Tajo - Centro Comercial, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Luz del Tajo, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Madeirashopping - Centro Comercial, SA | Funchal (Madeira) |
50.00% | 12.53% | 50.00% | 12.53% |
| Maiashopping - Centro Comercial, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| MC Property Management, SA | Athens (Greece) | 75.00% | 18.75% | 75.00% | 18.75% |
| Münster Arkaden, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Norte Shopping Retail and Leisure Centre, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
|---|---|---|---|---|---|
| Norteshopping - Centro Comercial, SA | Maia | 100.00% | 12.53% | 100.00% | 12.53% |
| Pantheon Plaza BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Paracentro - Gestão de Galerias Comerciais, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Park Avenue Developement of Shopping Centers, SA |
Athens (Greece) | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque Atlântico Shopping - Centro Comercial SA | Ponta Delgada (Azores) |
50.00% | 12.53% | 50.00% | 12.53% |
| Parque D. Pedro 1, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque D. Pedro 2, BV Sarl | Luxembourg | 100.00% | 25.00% | 100.00% | 25.00% |
| Parque de Famalicão - Empreendimentos Imobiliários, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Parque Principado, SL | Madrid (Spain) | 50.00% | 12.53% | 50.00% | 12.53% |
| Pátio Boavista Shopping, Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Pátio Goiânia Shopping, Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Pátio Londrina Empreendimentos e Participações, Ltda |
São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Pátio Penha Shopping, Ltda | São Paulo (Brazil) | 99.99% | 23.86% | 99.99% | 23.76% |
| Pátio São Bernardo Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Pátio Sertório Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Pátio Uberlândia Shopping Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Plaza Eboli - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Eboli, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Mayor Holding, SGPS, SA | Maia | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Parque de Ócio, SA | Madrid (Spain) | 100.00% | 25.05% | 100.00% | 25.05% |
| Plaza Mayor Shopping, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Plaza Mayor Shopping, SA | Madrid (Spain) | 75.00% | 37.50% | 75.00% | 37.50% |
| Ploi Mall BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Pridelease Investments, Ltd | Cascais | 100.00% | 50.00% | 100.00% | 50.00% |
| Project 4, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project SC 1, BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| Project SC 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Project Sierra 1 - Shopping Centre, GmbH | Vienne (Austria) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 5, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 6, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 7 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 8 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 9 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra 10 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Brazil 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Four SA | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany 2 (two), Shopping Centre GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany 3 (three), Shopping Centre, GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany 4 (four), Shopping Centre, GmbH |
Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany Shopping Centre 1 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Germany Shopping Centre 2 BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Holding Portugal V, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Italy 1 - Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Italy 2 - Development of Shopping Centres, Srl |
Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Italy 3 - Shopping Centre, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Italy 5 - Development of Shopping Centres Srl |
Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra One Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal I - C.Comercial, SA | Maia | 50.00% | 25.00% | 50.00% | 25.00% |
| Project Sierra Portugal II - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal IV - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| 3) Project Sierra Portugal V - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal VI - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Portugal VII - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Project Sierra Portugal VIII - Centro Comercial, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 2 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 3 - Centro Comercial, SA | Madrid (Spain) | 50.00% | 25.00% | 50.00% | 25.00% |
| Project Sierra Spain 3, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 6 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 6, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 7 - Centro Comercial, SA | Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Spain 7, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| 3) Project Sierra Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Three Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Project Sierra Two Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| River Plaza BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| River Plaza Mall, Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| S.C. Microcom Doi Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| SC Aegean, BV | Amsterdam (The Netherlands) |
50.00% | 25.00% | 50.00% | 25.00% |
| SC Mediterranean Cosmos, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Shopping Centre Colombo Holding, BV | Amsterdam (The Netherlands) |
50.00% | 12.53% | 50.00% | 12.53% |
| Shopping Centre Parque Principado, BV | Amsterdam (The Netherlands) |
100.00% | 25.05% | 100.00% | 25.05% |
| Sierra Asset Management - Gestão de Activos, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Brazil 1, BV | Amsterdam (The Netherlands) |
100.00% | 25.00% | 100.00% | 25.00% |
| Sierra Charagionis Development of Shopping Centers, SA |
Athens (Greece) | 50.00% | 25.00% | 50.00% | 25.00% |
| Sierra Charagionis Property Management, SA | Athens (Greece) | 50.00% | 25.00% | 50.00% | 25.00% |
|---|---|---|---|---|---|
| Sierra Corporate Services - Apoio à Gestão, SA | Lisboa | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Corporate Services Holland, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Development of Shopping Centres Greece, SA |
Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments - Serviços de Promoção Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Germany GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Germany Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Iberia 1, Promoção Imobiliária, SA |
Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Romania SRL | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments Spain - Promociones de Centros Comerciales, SL |
Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Developments, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Enplanta, Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Sierra European Retail Real Estate Assets Holdings, BV |
Amsterdam (The Netherlands) |
50.10% | 25.05% | 50.10% | 25.05% |
| Sierra GP, Limited | Guernesey (U.K.) | 100.00% | 49.99% | 100.00% | 49.99% |
| Sierra Investimentos Brasil Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Sierra Investments (Holland) 1, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments (Holland) 2, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Investments SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Italy Holding, BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Germany, GmbH | Dusseldorf (Germany) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management II - Gestão de Centros Comerciais, SA |
Lisboa | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Italy, Srl | Milan (Italy) | 100.00% | 50.00% | 100.00% | 50.00% |
|---|---|---|---|---|---|
| Sierra Management New Tech.Bus. - Serv.Comu.CC, SA |
Lisboa | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Portugal - Gestão de Centros Comerciais, SA |
Lisboa | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management Spain - Gestión de Centros Comerciales, SA |
Madrid (Spain) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Management, SGPS, SA | Maia | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Property Management Greece, SA | Athens (Greece) | 100.00% | 50.00% | 100.00% | 50.00% |
| Sierra Property Management, Srl | Bucharest (Romania) |
100.00% | 50.00% | 100.00% | 50.00% |
| Sonae Sierra Brasil, SA | São Paulo (Brazil) | 95.20% | 23.86% | 94.54% | 23.76% |
| Sonae Sierra Brazil, BV Sarl | Luxembourg | 50.00% | 25.00% | 50.00% | 25.00% |
| Sonae Sierra, SGPS, SA | Maia | 50.00% | 50.00% | 50.00% | 50.00% |
| SPF - Sierra Portugal | Luxembourg | 100.00% | 50.00% | 100.00% | 50.00% |
| SRP - Parque Comercial de Setúbal, SA | Maia | 50.00% | 25.00% | 50.00% | 25.00% |
| Torre Ocidente - Imobiliária, SA | Maia | 50.00% | 12.50% | 50.00% | 12.50% |
| Torre Oriente - Imobiliária, SA | Maia | 50.00% | 12.50% | 50.00% | 12.50% |
| Unishopping Administradora, Ltda | São Paulo (Brazil) | 100.00% | 23.86% | 100.00% | 23.76% |
| Unishopping Consultoria Imobiliária, Ltda | São Paulo (Brazil) | 99.98% | 23.86% | 99.98% | 23.76% |
| Valecenter, Srl | Milan (Italy) | 100.00% | 25.05% | 100.00% | 25.05% |
| Via Catarina - Centro Comercial, SA | Maia | 50.00% | 12.53% | 50.00% | 12.53% |
| 1) Vuelta Omega, S.L. | Madrid (Spain) | 100.00% | 12.53% | - | - |
| Weiterstadt Shopping BV | Amsterdam (The Netherlands) |
100.00% | 50.00% | 100.00% | 50.00% |
| Zubiarte Inversiones Inmobiliarias, SA | Madrid (Spain) | 49.83% | 12.48% | 49.83% | 12.48% |
| Telecommunications | |||||
| Unipress - Centro Gráfico, Lda | Vila Nova de Gaia | 50.00% | 27.07% | 50.00% | 26.97% |
| Vipu ACE | Lisbon | 50.00% | 27.07% | 50.00% | 26.97% |
| Management investments | |||||
| Equador & Mendes - Agência de Viagens e Turismo, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
| Geotur - Viagens e Turismo, SA | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Marcas do Mundo - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Movimentos Viagens - Viagens e Turismo, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Nova Equador Internacional,Agência de Viagens e Turismo, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
|---|---|---|---|---|---|
| Puravida - Viagens e Turismo, Lda | Lisboa | 50.00% | 50.00% | - | - |
| 2) Nova Equador P.C.O. e Eventos, Sociedade Unipessoal, Lda |
Lisboa | 50.00% | 37.50% | 50.00% | 37.50% |
| Raso SGPS, SA | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Star - Viagens e Turismo, SA | Lisboa | 50.00% | 50.00% | 50.00% | 50.00% |
| Viagens y Turismo de Geotur España, S.L. | Madrid (Spain) | 50.00% | 50.00% | 50.00% | 50.00% |
These entities are consolidated using the proportionate consolidation method.
Aggregate amounts, excluding intragroup eliminations, corresponding to the percentage of capital held in these jointly controlled companies included in the financial statements for the period, using the proportional consolidation method, can be summarized as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Non current assets | 4,474,814,166 | 4,540,862,267 |
| Current assets | 305,812,233 | 512,569,665 |
| Non current liabilities | 1,688,719,675 | 1,749,706,883 |
| Current liabilities | 431,505,293 | 561,933,408 |
| 30 September 2009 | 30 September 2008 | |
| Income | 157,696,823 | 172,706,915 |
| Expenses | 228,141,111 | 195,624,363 |
Associated companies, their head offices and the percentage of share capital held as at 3o September 2009 and 31 December 2008 are as follows:
| Percentage of capital held | |||||||
|---|---|---|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | Book value | |||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 30 September 2009 31 December 2008 | |
| Retail | |||||||
| 2) Fundo de Investimento Imobiliário Fechado Imosede |
Maia | 54.55% | 54.55% | 49.00% | 49.00% | - | 62,813,335 |
| Sempre a Postos - Produtos Alimentares e Utilidades, Lda |
Lisbon | 25.00% | 25.00% | 25.00% | 25.00% | 1,305,776 | 1,142,245 |
| Shopping Centres | |||||||
| 1) 8ª Avenida Centro Comercial, SA | Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| 1) Arrábidashopping - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| Campo Limpo Lda | S. Paulo (Brazil) |
20.00% | 4.70% | 20.00% | 4.70% | 1,557,121 | 1,136,276 |
| 1) Gaiashopping I - Centro Comercial, SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Gaiashopping II - Centro Comercial, SA |
Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| 1) Loureshopping - Centro Comercial, SA |
Maia | 100.00% | 21.00% | 100.00% | 21.00% | - | - |
| Mediterranean Cosmos Shop. Centre Investments, SA | Athens (Greece) | 39.90% | 5.00% | 39.90% | 5.00% | 3,044,971 | 3,557,098 |
| 1) Oeste Retail Park - Gestão de G.Comer., SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Rio Sul - Centro Comercial, SA | Lisbon | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) Serra Shopping - Centro Comercial, SA |
Covilhã | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| 1) SIC Indoor - Gest. Suportes Publicitários, SA |
Oeiras | 35.00% | 17.50% | 35.00% | 17.50% | - | - |
| 1) Sol Retail Park - Gestão de G. Comerc., SA |
Maia | 50.00% | 10.50% | 50.00% | 10.50% | - | - |
| SPF - Sierra Portugal Real Estate, Sarl | Luxembourg | 42.00% | 21.00% | 42.00% | 21.00% | 33,110,001 | 38,597,922 |
| Telecommunications | |||||||
| SIRS - Sociedade Independente de Radiodifusão Sonora, SA |
Porto | 45.00% | 24.36% | 45.00% | 24.37% | 17,168 | - |
| Insurance | |||||||
| Cooper Gay (Holding) Limited | U.K. | 32.12% | 16.06% | 32.12% | 32.12% | 18,355,047 | 33,863,022 |
| 3) Lazam Corretora, Ltda | Brazil | 100.00% | 50.01% | 45.00% | 45.00% | - | 1,553,597 |
| Total | 57,390,084 | 142,663,495 |
1) Nil balances result from the application of the equity method over the consolidated financial statements of Sierra Portugal Real Estate.
2) Subsidiary included in the consolidation by the full consolidation method, since there was a chance in % held with the capital increase operation as at 29 May 2009 fully subscribed by the Group (Note 8);
3) Acquisition of 55% shareholding on July 22, 2009, gaining control over that company and subsidiaries thus being consolidated from that date onwards by the full consolidation method (Note 8).
Nil balances shown result from the reduction of the acquisition cost of amounts by the use of the equity method.
Associated companies are included using the equity method.As at 30 September 2009 and 31 December 2008, aggregate values of main financial indicators of associated companies can be analysed as follows:
Expenses 118,310,276 287,264,367
During the periods ended 30 September 2009 and 2008, movements in Investments in associated companies, are made up as follows:
| 30 September 2009 | 30 September 2008 | |||||
|---|---|---|---|---|---|---|
| Proportion on equity |
Goodwill | Total of investment |
Proportion on equity |
Goodwill | Total of investment |
|
| Investments in associated companies | ||||||
| Initial balance as at January,1 | 105,402,825 | 37,260,670 | 142,663,495 | 51,468,671 | 22,079,969 | 73,548,640 |
| Increase of share capital of associates | 6,955,606 | - | 6,955,606 | - | - | - |
| Sale of share capital of associates | (4,320,487) | (15,672,496) | (19,992,983) | (2,431,693) | - | (2,431,693) |
| Decrease of share capital of associates | (733,808) | - | (733,808) | (3,989,003) | - | (3,989,003) |
| Change of consolidation method (Note 8) | (69,027,699) | (1,439,401) | (70,467,100) | 35,860,383 | 8,759,469 | 44,619,852 |
| Equity method | - | - | - | - | - | - |
| Effect in net income | (3,856,066) | - | (3,856,066) | 176,152 | - | 176,152 |
| Effect in equity | 339,714 | 2,481,226 | 2,820,940 | 323,194 | - | 323,194 |
| Transfers | - | - | - | (1,132,470) | - | (1,132,470) |
| 34,760,085 | 22,629,999 | 57,390,084 | 80,275,234 | 30,839,438 | 111,114,672 |
The effect in equity is mainly the effect of currency exchange on Companies with functional currency other than euro.
Group companies, jointly controlled companies and associated companies excluded from consolidation and other non-current investments, their head offices, percentage of share capital held and book value as at 30 September 2009 and 31 December 2008 are made up as follows:
| Percentage of capital held | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | Book value | ||||||
| COMPANY | Head Office | Direct | Total | Direct | Total | 30 September 2009 | 31 December 2008 | |
| Retail | ||||||||
| Dispar - Distrib. de Participações, SGPS, SA | Lisbon | 7.14% | 7.14% | 7.14% | 7.14% | 4,988 | 4,988 | |
| Insco - Insular de Hipermerc., SA | Ponta Delgada | 10.00% | 10.00% | 10.00% | 10.00% | 748,197 | 748,197 | |
| Shopping Centres | ||||||||
| Ercasa Cogeneracion SA | Grancasa (Spain) | 10.00% | 1,25% | 10.00% | 1,25% | 23,949 | 23,949 | |
| Telecommunications | ||||||||
| Altitude, SGPS, SA | Lisbon | 11.54% | 6.25% | 11.54% | 6.23% | 1,000,000 | 1,000,000 | |
| Lusa - Agên. de Notícias de Portugal, SA | Lisbon | 1.38% | 0.75% | 1.38% | 0.88% | 197,344 | 197,344 | |
| Investments Management | ||||||||
| 1) | Puravida - Viagens e Turismo, Lda | Lisbon | 50.00% | 50.00% | 50.00% | 50.00% | - | 1,584,193 |
| Other investments | 17,967,831 | 9,419,504 | ||||||
| Total (Note 13) | 19,942,309 | 12,978,175 |
1) Company include by the proportionate in the period.
As at 3o September 2009, the caption of "Other Investments" includes 15,438,000 euro (7,304,000 euro as at 31 December 2008) related to the fair value of Sonae Capital, SGPS, S.A. shares attributable to Sonae SGPS and not recognized as explained in Note 18.
Main acquisitions of Companies over the nine month period ended 30 September 2009 are as follows:
| Percentage of capital held | |||
|---|---|---|---|
| At acquisition date | |||
| COMPANY | Head Office | Direct | Total |
| Retail | |||
| Fundo de Investimentos Imobiliário Fechado Imosede | Maia | 54.55% | 54.55% |
| Shopping Centres | |||
| Harvey Dos Iberica, SL | Madrid | 50.00% | 12.53% |
| Le Terrazze - Shopping Centre 1, Srl | Milan (Italy) | 50.00% | 25.00% |
| Management investments | |||
| ADD Avaliações Engenharia de Avaliações e Perícias, Ltda | Brazil | 100.00% | 50.01% |
| ADDmakler Administração e Corretagem de Seguros, Ltda | Brazil | 99.98% | 50.01% |
| ADDmakler Administradora, Corretora de Seguros Partic. Ltda | Brazil | 100.00% | 50.01% |
| Fontana Corretora de Seguros Ltda | Brazil | 99.99% | 50.01% |
| Herco Consultoria de Risco e Corretora de Seguros, Ltda | Brazil | 100.00% | 50.01% |
| Larim Corretora de Resseguros Ltda | Brazil | 99.99% | 50.01% |
| Lazam/mds Correctora Ltda | Brazil | 100.00% | 50.01% |
| Miral Administração e Corretagem de Seguros, Ltda | Brazil | 100.00% | 50.01% |
| Puravida - Viagens e Turismo, SA | Lisbon | 50.00% | 50.01% |
| RSI Corretora de Seguros, Ltda | Brazil | 100.00% | 50.01% |
| Terra Nossa Corretora de Seguros, Ltda | Brazil | 100.00% | 50.01% |
Acquisitions mentioned above, had the following impact on the consolidated financial statements for the period ended 30 September 2009:
| 30 September 2009 | |||||
|---|---|---|---|---|---|
| Retail | Management | Shopping | |||
| Retail Real | Investments | Centres | Total | Total | |
| Estate | |||||
| Acquired net assets | |||||
| Tangible and intangible assets (Note 9 and 10) | 145,466,691 | 2,899,248 | - | 148,365,939 | 159,040,740 |
| Investment properties | - | - | 9,131,609 | 9,131,609 | 9,131,609 |
| Deferred tax assets | - | - | - | - | - |
| Other assets | 10,880,766 | 25,892,652 | 8,500,391 | 45,273,809 | 28,306,003 |
| Cash and cash equivalents | 7,960,473 | 2,256,198 | 501,512 | 10,718,183 | 10,467,066 |
| Loans | - | (49,421) | - | (49,421) | (49,421) |
| Deferred tax liabilities | (3,110,940) | - | (1,083,090) | (4,194,030) | (4,194,030) |
| Other liabilities | (21,625,820) | (10,397,363) | (12,493,149) | (44,516,332) | (33,119,789) |
| 139,571,170 | 20,601,314 | 4,557,273 | 164,729,757 | 169,582,178 | |
| Goodwill | 254,827 | 17,222,357 | 1,204,488 | 18,681,672 | |
| Transfers from associated companies (Note 6) | (61,384,427) | (9,082,673) | - | (70,467,100) | |
| Minority Interests | (63,441,507) | 1,359,527 | 1,422,192 | (60,659,788) | |
| Acquisition price | 15,000,063 | 30,100,525 | 7,183,953 | 52,284,541 | |
| Payments made accounted as investments | 15,000,063 | 26,847,946 | 7,183,953 | 49,031,962 | |
| Costs related to the acquisitions | - | 84,193 | - | 84,193 | |
| Advances | - | 1,584,193 | - | 1,584,193 | |
| 15,000,063 | 28,516,332 | 7,183,953 | 50,700,348 | ||
| Net cash outflow arising from acquisition | |||||
| Cash consideration paid | 15,000,063 | 26,847,946 | 7,183,953 | 49,031,962 | |
| Cash and cash equivalents acquired | (7,960,473) | (2,256,198) | (501,512) | (10,718,183) | |
| 7,039,590 | 24,591,748 | 6,682,441 | 38,313,779 |
Additionally the impacts of the above acquisitions on the income statement can be described as follows:
| Total |
|---|
| 8,604,670 |
| (5,781,662) |
| (122,432) |
| 2,700,575 |
| (988,062) |
| 1,712,513 |
Had the above acquisitions been reported to 1 January 2009, operational income would have increased by 21,136,000 euro.
During the nine months period ended 30 September 2009 and 2008, movements in Tangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Tangible assets | |||||
|---|---|---|---|---|---|
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2009 | 1,742,490,487 | 1,614,278,960 | 321,293,070 | 283,948,037 | 3,962,010,554 |
| Capital expenditure | 12,048,655 | 8,962,736 | 13,139,409 | 262,375,281 | 296,526,081 |
| Acquisitions of subsidiaries (Note 8) | 94,326,259 | 160,363 | 1,021,080 | 51,140,432 | 146,648,134 |
| Disposals | (610,774) | (11,147,244) | (4,110,131) | (10,025,506) | (25,893,655) |
| Exchange rate effect | 71,977 | 326,982 | 475,697 | - | 874,656 |
| Transfers | 43,786,528 | 213,728,319 | 17,647,640 | (282,446,518) | (7,284,031) |
| Closing balance as at 30 September 2009 | 1,892,113,132 | 1,826,310,116 | 349,466,765 | 304,991,726 | 4,372,881,739 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2009 | 320,534,099 | 889,938,447 | 243,594,972 | - | 1,454,067,518 |
| Charge for the period | 26,575,277 | 121,146,318 | 30,474,443 | - | 178,196,038 |
| Acquisitions of subsidiaries (Note 8) | - | 91,864 | 501,142 | - | 593,006 |
| Disposals | (172,603) | (8,744,045) | (3,395,527) | - | (12,312,175) |
| Exchange rate effect | 39,752 | 136,180 | 217,941 | - | 393,873 |
| Transfers | (21,765) | (576,045) | (117,093) | - | (714,903) |
| Closing balance as at 30 September 2009 | 346,954,760 | 1,001,992,719 | 271,275,878 | - | 1,620,223,357 |
| Carrying amount | |||||
| As at 30 September 2009 | 1,545,158,372 | 824,317,397 | 78,190,887 | 304,991,726 | 2,752,658,382 |
| Tangible assets | |||||
| Tangible | Total | ||||
| Land and | Plant and | assets | Tangible | ||
| Buildings | Machinery | Others | in progress | Assets | |
| Gross costs: | |||||
| Opening balance as at 1 January 2008 | 1,601,938,606 | 1,459,779,833 | 299,042,108 | 175,567,423 | 3,536,327,970 |
| Capital expenditure | 13,246,626 | 5,845,305 | 13,614,652 | 271,879,082 | 304,585,665 |
| Disposals | (10,810,657) | (13,398,246) | (11,640,848) | (1,342,508) | (37,192,259) |
| Exchange rate effect | (20,808) | (80,614) | (69,574) | - | (170,996) |
| Transfers Closing balance as at 30 September 2008 |
38,834,597 1,643,188,364 |
103,041,466 1,555,187,744 |
12,123,531 313,069,869 |
(163,528,490) 282,575,507 |
(9,528,896) 3,794,021,484 |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2008 | 292,353,403 | 790,149,118 | 221,758,809 | - | 1,304,261,330 |
| Charge for the period | 25,320,653 | 107,220,839 | 28,188,874 | - | 160,730,366 |
| Disposals | (409,459) | (9,003,091) | (11,153,100) | - | (20,565,650) |
| Exchange rate effect | (11,128) | (29,296) | (30,929) | - | (71,353) |
| Transfers | (2,028,762) | 1,489,427 | (25,379) | - | (564,714) |
| Closing balance as at 30 September 2008 | 315,224,707 | 889,826,997 | 238,738,275 | - | 1,443,789,979 |
| Carrying amount | |||||
Major amounts included in the caption Tangible assets in progress, refer to the following projects:
| 30 September 2009 30 September 2008 | ||
|---|---|---|
| Refurbishment and expansion of stores in the retail businesses located in Portugal |
124,925,491 | 181,689,076 |
| Projects of "Modelo" and "Continente" stores for which advance payments were made |
34,387,426 | 33,618,644 |
| Construction in Progress in Maia (Business Park) | 63,739,427 | - |
| Deployment of mobile network | 32,270,504 | 42,359,808 |
| Deployment of fixed network | 39,171,652 | 12,150,407 |
| Others | 10,497,226 | 12,757,572 |
| 304,991,726 | 282,575,507 |
During the nine months period ended 30 September 2009 and 2008, movements in Intangible assets as well as depreciation and accumulated impairment losses, are made up as follows:
| Intangible assets | |||||
|---|---|---|---|---|---|
| Intangible | Total | ||||
| Patents and other | assets | Intangible | |||
| similar rights | Others | in progress | Assets | ||
| Gross costs: | |||||
| Opening balance as at 1 January 2009 | 382,645,868 | 362,074,955 | 31,622,120 | 776,342,943 | |
| Capital expenditure | 17,220,649 | 1,258,874 | 24,049,691 | 42,529,214 | |
| Acquisitions of subsidiaries (Note 8) | 33,014 | 1,817,882 | 7,455 | 1,858,351 | |
| Disposals | (142,641) | (821,540) | (250,044) | (1,214,225) | |
| Exchange rate effect | 487 | 1,011,513 | 13,115 | 1,025,115 | |
| Transfers | 2,092,461 | 15,822,080 | (18,756,690) | (842,149) | |
| Closing balance as at 30 September 2009 | 401,849,838 | 381,163,764 | 36,685,647 | 819,699,249 | |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2009 | 78,555,270 | 257,488,512 | - | 336,043,782 | |
| Charge for the period | 15,551,898 | 27,653,322 | - | 43,205,220 | |
| Acquisitions of subsidiaries (Note 8) | 25,062 | 221,936 | - | 246,998 | |
| Disposals | (70,629) | (684,895) | - | (755,524) | |
| Exchange rate effect | (34) | 279,253 | - | 279,219 | |
| Transfers | (56,147) | 5,416 | - | (50,731) | |
| Closing balance as at 30 September 2009 | 94,005,420 | 284,963,544 | - | 378,968,964 | |
| Carrying amount | |||||
| As at 30 September 2009 | 307,844,418 | 96,200,220 | 36,685,647 | 440,730,285 | |
| Intangible assets | |||||
| Intangible | Total | ||||
| Patents and other | assets | Intangible | |||
| similar rights | Others | in progress | Assets | ||
| Gross costs: | |||||
| Opening balance as at 1 January 2008 | 274,917,793 | 340,533,967 | 21,477,187 | 636,928,947 | |
| Capital expenditure | 98,786,201 | 2,545,857 | 26,208,630 | 127,540,688 | |
| Disposals | (188,864) | (364,719) | (911,307) | (1,464,890) | |
| Exchange rate effect | (121) | (164,141) | - | (164,262) | |
| Transfers | 4,252,874 | 9,237,878 | (8,786,884) | 4,703,868 | |
| Closing balance as at 30 September 2008 | 377,767,883 | 351,788,842 | 37,987,626 | 767,544,351 | |
| Accumulated depreciation | |||||
| and impairment losses | |||||
| Opening balance as at 1 January 2008 | 54,460,087 | 234,800,716 | - | 289,260,803 | |
| Charge for the period | 16,665,357 | 24,477,519 | - | 41,142,876 | |
| Disposals | (66,143) | (355,712) | - | (421,855) | |
| Exchange rate effect | - | (53,685) | - | (53,685) | |
| Transfers | 502,729 | (105) | - | 502,624 | |
| Closing balance as at 30 September 2008 | 71,562,030 | 258,868,733 | - | 330,430,763 | |
| Carrying amount | |||||
| As at 30 September 2008 | 306,205,853 | 92,920,109 | 37,987,626 | 437,113,588 | |
At 30 September 2009 and 2008, the Group has recorded under the heading "Patents and other similar rights" the amounts of 204,496,242 euro and 199,594,350 euro, respectively, that correspond to the investments net of depreciations made in the development of the UMTS network, including: (i) 63,756,122 euro (amount of 66,756,410 euro in 2008) relating to the license; (ii) 21,303,258 euro (amount of 22,305,764 euro in 2008) related to the agreement signed in 2002 between Oni Way and the other three mobile telecommunication operators in Portugal with UMTS licenses; (iii) 6,542,874 euro (amount of 6,850,774 euro in 2008) related to a contribution to the Information Society Fund, established in 2007, under an agreement entered into between the Ministry of Public Works, Transport and Communications ("Ministério das Obras Públicas, Transportes e Comunicações") and the three mobile telecommunication operators in Portugal; and (iv) 107,446,629 euro (amount of 98,008,317 euro in 2008) relating to the "Initiatives E" program, the latter relating to commitments assumed by the Group in the "Fund for Information Society" (Note 33).
Additionally, this heading also includes the fair value attributed to a group of brands with indefinite useful lives, among which the "Continente" brand, 75,000,000 euro (the same amount as at 2008).
Investment properties are recorded at fair value. These assets are owned by the shopping centres business and as such are consolidated using the proportionate method.
As at 30 September 2009 and 31 December 2008, Investment properties are detailed as follows:
| 30 September 2009 31 December 2008 | ||
|---|---|---|
| Investment properties in operation Investment properties in progress |
1,631,795,898 194,413,932 1,826,209,830 |
1,683,441,521 158,561,052 1,842,002,573 |
Investment properties in operation correspond to the fair value of the Group's share of shopping centres, which can be detailed as follows:
| 30 September 2009 | 31 December 2008 | |||||
|---|---|---|---|---|---|---|
| 10 years | 10 years | |||||
| "discount rate" | Yields | Amount | "discount rate" | Yields | Amount | |
| Portugal | 8.10% and 10.25% | 5.85% and 8.00% | 750,056,374 | 7.30% and 9.75% | 5.40% and 7.50% | 790,389,750 |
| Spain | 8.75% and 11.55% | 6.25% and 9.05% | 365,258,802 | 8.70% and 12.35% 5.70% and 9.35% | 413,726,365 | |
| Italy | 8.00% and 9.00% | 6.00% and 7.70% | 153,905,500 | 8.00% and 8.70% | 5.80% and 7.70% | 183,216,750 |
| Germany | 6.50% | 6.00% | 166,149,077 | 6.50% | 5.75% and 6.00% | 163,875,827 |
| Brazil | 12.75% and 14.25% | 8.25% and 9.75% | 161,114,145 | 13.45% and 14.95% 8.25% and 9.75% | 91,665,330 | |
| Greece | 10.25% | 7.00% | 19,554,500 | 10.75% | 7.00% | 21,796,500 |
| Romania | 10.75% | 9.00% | 15,757,500 | 9.75% | 8.00% | 18,770,999 |
| 1,631,795,898 | 1,683,441,521 |
The fair value of each investment property was determined by a valuation performed at 30 September 2009 by an independent entity, based on valuation criteria generally accepted in the real estate business.
Value created on investment properties over the nine months periods ended 30 September 2009 and 2008 can be detailed as follows:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Properties which were under development and were concluded during the period |
(908,873) | 10,466,561 |
| Changes in fair value of investment properties in operation |
(118,255,853) | (53,554,118) |
| Changes in fair value of investment properties in progress |
6,335,694 | - |
| Adjustments to construction cost estimates of properties under development which were transferred to investment properties |
- | - |
| (112,829,032) | (43,087,557) |
As at 30 September 2009 and 31 December 2008, Investment properties in progress can be detailed as follows:
| 30 September 2009 31 December 2008 | ||
|---|---|---|
| Investment Properties at cost: | ||
| Portugal: | ||
| Alverca | 3,057,912 | 3,005,342 |
| GuimarãeShopping - expansion | 5,755,548 | 104,310 |
| Centro Bordalo | 1,666,638 | 1,430,192 |
| Cacém Shopping | - | 1,084,960 |
| Parque de Famalicão | 627,500 | 627,500 |
| Setubal Retail Park | - | 733,266 |
| Others | 237,897 | - |
| Germany: | ||
| Garbsen | 840,792 | 229,810 |
| Others | - | 120,648 |
| Brazil: | ||
| Goiânia Shopping | 3,490,075 | 2,332,966 |
| Uberlândia Shopping | 2,131,799 | 1,416,375 |
| Boulevard Londrina Shopping | 3,834,872 | - |
| Boulevard Londrina Shopping | 1,239,371 | 112,582 |
| Pátio Boavista | - | 646,176 |
| Others | 224,682 | - |
| Spain: | ||
| Alfaz del Pi | 9,575,000 | 9,724,204 |
| Pulianas Shopping | 5,485,605 | 6,393,375 |
| Los Barrios | 3,150,000 | 3,201,064 |
| Dos Mares - expansion | 1,404,902 | 1,404,902 |
| Others | 20,376 | - |
| Greece: | ||
| Ioannina | 13,500,737 | 12,425,240 |
| Galatsi Shopping | 5,678,066 | 4,077,148 |
| Aegean Park | 4,917,178 | 4,881,606 |
| Pantheon Plaza | 888,664 | 882,672 |
| Italy: | ||
| Le Terraze | 12,237,587 | 3,817,792 |
| Caldogno | 4,921,835 | 4,662,500 |
| Pavia | 1,391,702 | 3,755,236 |
| Others | 10,924 | 6,457 |
| Romania: | ||
| Craiova Shopping | 16,403,143 | 12,345,625 |
| Ploiesti Shopping | 7,320,317 | 6,726,158 |
| 110,013,122 | 86,148,106 | |
| Investment Properties at fair value: | ||
| Portugal: | ||
| Leiria Shopping | 16,813,142 | 5,705,415 |
| Torres Oriente and Ocidente | - | 3,310,285 |
| Brazil: | ||
| Manauara Shopping | - | 17,942,521 |
| Germany: | ||
| Loop 5 | 67,587,668 | 45,454,725 |
| 84,400,810 | 72,412,946 | |
| 194,413,932 | 158,561,052 | |
As at 30 September 2009, the following investment properties were mortgaged:
| Airone | Loop 5 |
|---|---|
| Alexa | Luz del Tajo |
| Algarveshopping | Madeirashopping |
| Alverca | Maiashopping |
| Arrabidashopping | Max Center |
| Avenida M40 | Manauara |
| Cascaishopping | Munster Arkaden |
| Centro Colombo | Norteshopping |
| Centro Vasco da Gama | Parque Atlântico |
| Coimbrashopping | Parque Principado |
| Dos Mares | Plaza Éboli |
| El Rosal | Plaza Mayor |
| Estação Viana | Plaza Mayor Shopping |
| Freccia Rossa | River Plaza Mall |
| Gaiashopping | Torre Ocidente |
| Gli Orsi | Torre Oriente |
| Grancasa | |
| Valecenter | |
| Guimarãeshopping | Valle Real |
| La Farga | Viacatarina |
During the nine months period ended 30 September 2009 and 2008 movements in goodwill, as well as in corresponding impairment losses, were made up as follows:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Gross value: | ||
| Opening balance | 709,012,583 | 693,049,656 |
| New companies in the consolidation perimeter | 18,426,845 | 1,969,592 |
| Increases | 125,646 | 21,542,391 |
| Decreases | (7,539,503) | (13,327,071) |
| Transfers | (2,274,254) | (8,759,469) |
| Write-off | - | - |
| Closing balance | 717,751,317 | 694,475,099 |
| Accumulated impairment | ||
| losses: | ||
| Opening balance | 11,745,221 | 9,912,998 |
| Increases | - | - |
| Write-off | - | - |
| Closing balance | 11,745,221 | 9,912,998 |
| Carrying amount: | 706,006,096 | 684,562,101 |
As at 30 September 2009 and 2008, this caption is made up as follows:
| 30 September 2009 | 30 September 2008 | |||
|---|---|---|---|---|
| Non current | Current | Non current | Current | |
| Investments in group companies, jointly controlled companies | ||||
| or associated companies excluded from consolidation | ||||
| Opening balance as at 1 January | 3,012,637 | - | 9,376,193 | - |
| Acquisitions in the period | 287,910 | - | - | - |
| Disposals in the period | - | - | - | - |
| Transfers | (1,471,768) | - | (8,180,986) | - |
| Closing balance as at 30 September | 1,828,779 | - | 1,195,207 | - |
| Accumulated impairment losses | - | - | - | - |
| 1,828,779 | - | 1,195,207 | - | |
| Other investments: | ||||
| Fair value (net of impairment losses) as at 1 January | 9,965,538 | 60,956,604 | 2,678,964 | 56,093,108 |
| Acquisitions in the period | 13,992 | 4,708,244 | 18,750 | 5,438,540 |
| Disposals in the period | - | (10,780,843) | (25,000) | (1,182,312) |
| Increase/(Decrease) in fair value | 8,134,000 | 1,467,000 | (10,860,390) | 3,433,704 |
| Transfers | - | - | 23,132,247 | (2,651,836) |
| Fair value (net of impairment losses) as at 30 September | 18,113,530 | 56,351,005 | 14,944,571 | 61,131,204 |
| Other Investments (Note 7) | 19,942,309 | 56,351,005 | 16,139,778 | 61,131,204 |
| Derivative financial instruments (Note 21) | ||||
| Fair value as at 1 January | - | 2,600,159 | - | 3,976,816 |
| Acquisitions in the period | - | 10,184 | - | 478,989 |
| Disposals in the period | - | (72,494) | - | (1,971) |
| Increase/(Decrease) in fair value | - | (2,527,664) | - | 1,606,030 |
| Fair value as at 30 September | - | 10,185 | - | 6,059,864 |
| 19,942,309 | 56,361,190 | 16,139,778 | 67,191,068 |
The financial investments in group companies, jointly controlled companies or associated companies excluded from consolidation are recorded at the acquisition cost net of impairment losses. It is Group understanding that no reliable fair value estimate could be made as there is no market data available for these investments. The heading of Investments available for sale includes 2,675,530 euro (2,660,538 euro as at 30 September 2008) of investments recorded at the cost net of impairment losses for the same reasons.
The investments available for sale are net impairment losses (Note 25) amounting 13,157 euro (26,314 euro as at 30 September 2008).
Under the caption other financial investments is recorded an amount of 45,123,946 euro (56,102,723 euro as at 30 September 2008) related to deposited amounts on an Escrow Account which are invested in investment funds with superior rating and guarantee contractual liabilities assumed by Sonae which may arise from the sale of the operation of retail in Brazil, and for which provisions were recorded (Note 25).
In accordance with the guarantee schedule, the amount deposited in the Escrow account should have already been fully paid to the Company, however there are some differences of opinion that are being negotiated between parties implying the delay of its release. The management, based on Portuguese and Brazilian lawyer's legal opinions, believes that no impairment loss should be recognized and that the amount deposited in the Escrow account will be fully paid in the short term.
As at 30 September 2009 and 31 December 2008, Other non- current assets are detailed as follows:
| 30 September 2009 | 31 December 2008 | |||||
|---|---|---|---|---|---|---|
| Gross Value | Accumulated impairment losses (Note 25) |
Carrying Amount |
Gross Value | Accumulated impairment losses (Note 25) |
Carrying Amount |
|
| Loans granted to related parties | 401,782 | (160,125) | 241,657 | 294,089 | (160,125) | 133,964 |
| Trade accounts receivable and other debtors | ||||||
| Legal deposits | 790,010 | - | 790,010 | 634,470 | - | 634,470 |
| Cautions | 2,350,603 | - | 2,350,603 | 1,638,456 | - | 1,638,456 |
| Lisbon Town Council | 3,888,477 | - | 3,888,477 | 3,888,477 | - | 3,888,477 |
| Malaga Town Council | 512,108 | - | 512,108 | 512,108 | - | 512,108 |
| Rent deposits from tenants | 4,445,683 | - | 4,445,683 | 3,740,456 | - | 3,740,456 |
| Others | 629,294 | (141,988) | 487,306 | 1,977,893 | (131,446) | 1,846,447 |
| 12,616,175 | (141,988) | 12,474,187 | 12,391,860 | (131,446) | 12,260,414 | |
| Non current derivatives | 19,422 | - | 19,422 | 75,002 | - | 75,002 |
| Total financial instruments | 13,037,379 | (302,113) | 12,735,266 | 12,760,951 | (291,571) | 12,469,380 |
| Reinsurer's' share of technical provisions | 8,942,642 | - | 8,942,642 | 8,763,158 | - | 8,763,158 |
| Other non current assets | 108,651 | - | 108,651 | 50,977 | - | 50,977 |
| 22,088,672 | (302,113) | 21,786,559 | 21,575,086 | (291,571) | 21,283,515 |
As at 30 September 2009 and 31 December 2008, Trade debtors and other current assets are detailed as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Trade accounts receivable | 301,315,919 | 311,749,084 |
| Taxes recoverable | 73,479,812 | 89,597,166 |
| Trade suppliers - debit balances | 53,807,659 | 65,799,273 |
| Special regime for payment of tax and social security debts | 14,576,052 | 14,576,052 |
| VAT recoverable on real estate assets | 14,851,522 | 7,461,293 |
| Vouchers and gift cards | 877,194 | 2,347,902 |
| Other debtors | 49,596,709 | 31,757,273 |
| Accounts receivable from the disposal of tangible fixed assets | 7,063,659 | 9,484,451 |
| Cash Settled Equity Swap (Note 18) | 11,323,193 | 3,452,800 |
| Advances on real estate project acquisitions | 7,967,500 | 7,500,000 |
| Advances on suppliers | 24,795,889 | 12,458,873 |
| Accounts receivable related to reinsurance operations | 13,229,393 | 4,051,296 |
| Invoices to be issued | 59,409,024 | 64,755,144 |
| Commercial discounts | 39,351,061 | 19,482,183 |
| Commissions | 1,087,894 | 1,269,874 |
| Prepayments - Rents | 4,396,408 | 4,206,320 |
| Prepayments - external supplies and services | 21,352,350 | 16,404,435 |
| "Initiatives E" program (Note 33) | 77,992,696 | 39,317,881 |
| Other current assets | 17,746,823 | 20,466,268 |
| 794,220,757 | 726,137,568 | |
| Accumulated impairment losses (Note 25) | (111,039,990) | (109,583,183) |
| 683,180,767 | 616,554,385 |
Deferred tax assets and liabilities as at 30 September 2009 and 31 December 2008 can be detailed as follows, split between the different types of temporary differences:
| Deferred tax assets | Deferred tax liabilities | |||
|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | 30 September 2009 | 31 December 2008 | |
| Difference between fair value and acquisition cost | 1,894,267 | 4,565,926 | 260,329,686 | 273,169,996 |
| Harmonisation adjustments | 43,926 | 33,376 | 40,729,750 | 34,974,182 |
| Provisions and impairment losses not accepted for tax purposes | 19,164,932 | 15,593,155 | - | - |
| Write off of tangible and intangible assets | 61,734,807 | 64,320,965 | - | - |
| Write off of deferred costs | 37,511,132 | 43,052,099 | 1,343,526 | 1,500,154 |
| Valuation of hedging derivatives | 7,989,856 | 5,484,534 | 8,525 | 496,557 |
| Temporary differences arising from the securitization of receivable operation | 15,295,000 | 16,100,000 | - | - |
| Amortisation of Goodwill for tax purposes | - | - | 12,215,028 | 6,980,016 |
| Non taxed exchange differences | - | - | 923,088 | 5,326,355 |
| Revaluation of tangible assets | - | - | 2,167,734 | 2,281,496 |
| Tax losses carried forward | 74,908,388 | 54,525,172 | - | - |
| Reinvested capital gains/(losses) | - | - | 3,402,064 | 2,939,833 |
| Others | 363,249 | 3,279,462 | 3,749,931 | 3,240,091 |
| 218,905,557 | 206,954,689 | 324,869,332 | 330,908,680 |
In accordance with the tax statements and tax estimates presented by companies that recorded deferred tax assets arising from tax losses carried forward, as at 30 September 2009 and 31 December 2008, and using exchange rates effective at that time, tax losses carried forward can be summarised as follows:
| 30 September 2009 | 31 December 2008 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax assets |
Time limit | Tax losses carried forward |
Deferred tax assets | Time limit | |
| With limited time use | ||||||
| Generated in 2003 | 247,068 | 61,767 | 2009 | 1,077,065 | 269,266 | 2009 |
| Generated in 2004 | 731,072 | 182,768 | 2010 | 2,658,095 | 664,524 | 2010 |
| Generated in 2005 | 1,179,602 | 294,901 | 2011 | 1,508,454 | 377,114 | 2011 |
| Generated in 2006 | 1,138,250 | 284,562 | 2012 | 1,138,251 | 284,562 | 2012 |
| Generated in 2007 | 21,493,980 | 5,373,495 | 2013 | 23,759,138 | 5,939,785 | 2013 |
| Generated in 2008 | 4,539,048 | 1,134,762 | 2014 | 4,651,622 | 1,162,908 | 2014 |
| Generated in 2009 | 23,960,276 | 5,990,070 | 2015 | |||
| 53,289,296 | 13,322,325 | 34,792,625 | 8,698,159 | |||
| Without limited time use | 6,977,375 | 2,019,233 | 10,346,392 | 3,126,514 | ||
| With a time limit different from the above mentioned |
199,686,945 | 59,566,830 | 142,929,494 | 42,700,499 | ||
| 206,664,320 | 61,586,063 | 153,275,886 | 45,827,013 | |||
| 259,953,616 | 74,908,388 | 188,068,511 | 54,525,172 | |||
As at 30 September 2009 and 31 December 2008, Deferred tax assets resulting from tax losses carried forward were re-assessed against each company's business plans, which are regularly updated, and available tax planning opportunities. Deferred tax assets have only been recognized to the extent that future taxable profits will arise which may be offset against available tax losses or against deductible temporary differences.
As at 30 September 2009 tax losses carried forward, have not originated deferred tax assets for prudential reasons. These may be summarised as follows:
| 30 September 2009 | 31 December 2008 | |||||
|---|---|---|---|---|---|---|
| Tax losses carried forward |
Deferred tax credit | Time limit | Tax losses carried forward |
Deferred tax credit | Time limit | |
| With limited time use | ||||||
| Generated in 2003 | 5,354,108 | 1,338,528 | 2009 | 7,840,316 | 1,960,080 | 2009 |
| Generated in 2004 | 2,585,314 | 646,328 | 2010 | 7,284,015 | 1,821,004 | 2010 |
| Generated in 2005 | 27,586,435 | 6,896,609 | 2011 | 31,838,954 | 7,959,738 | 2011 |
| Generated in 2006 | 61,633,255 | 15,408,313 | 2012 | 69,678,529 | 17,419,632 | 2012 |
| Generated in 2007 | 66,507,936 | 16,626,985 | 2013 | 79,771,355 | 19,942,840 | 2013 |
| Generated in 2008 | 12,473,645 | 3,118,412 | 2014 | 17,458,087 | 4,364,521 | 2014 |
| Generated in 2009 | 8,765,596 | 2,191,901 | 2015 | |||
| 184,906,289 | 46,227,076 | 213,871,256 | 53,467,815 | |||
| Without limited time use | 46,105,956 | 12,399,666 | 31,496,303 | 8,383,429 | ||
| With a time limit different from the above mentioned |
471,194,616 | 123,674,829 | 516,325,971 | 149,725,560 | ||
| 702,206,861 | 182,301,571 | 761,693,530 | 211,576,804 |
As at 30 September 2009 and 31 December 2008, Cash and cash equivalents can be detailed as follows:
| 30 September 2009 31 December 2008 | ||
|---|---|---|
| Cash at hand | 5,973,231 | 6,243,465 |
| Bank deposits | 91,973,047 | 140,335,695 |
| Treasury applications | 6,838,828 | 37,781,744 |
| Cash and cash equivalents on the balance sheet | 104,785,106 | 184,360,904 |
| Bank overdrafts (Note 20) | (75,768,303) | (41,394,916) |
| Cash and cash equivalents on the statement of cash flows | 29,016,803 | 142,965,988 |
Bank overdrafts are disclosed in the balance sheet under Current bank loans.
As at 30 September 2009, the share capital, which is fully subscribed and paid for, is made up of 2,000,000,000 ordinary shares, which do not have the right to a fixed dividend, with a nominal value of 1 euro each.
On 15 November 2007, Sonae Holding sold, 132,856,072 Sonae Holding shares directly owned by the Company. The shares were sold in a market operation at the unit price of 2.06 euro per share and resulted on a cash inflow (net of brokerage commissions) of 273,398,877 euro.
On the same date, Sonae Investments, BV, wholly owned by Sonae Holding entered into a derivative financial instrument - Cash Settled Equity Swap - over a total of 132,800,000 Sonae Holding shares, representative of 6.64% of its share capital.
This transaction has a maximum maturity of three years and a strictly financial liquidation, without any duty or right for the Company or any of its associated companies in the purchase of these shares. This transaction allows Sonae Investments BV to totally maintain the economic exposure to the sold shares.
In this context, although legally all the rights and obligations inherent to these shares have been transferred to the buyer, Sonae Holding did not derecognize their own shares, recording a liability in the caption Other non-current liabilities (Note 22). According to the interpretation made by Sonae of the IAS 39, applied by analogy to own equity instruments, the derecognition of own shares is not allowed as the group maintains the risks and rewards arising on the instruments sold.
Consequently, Sonae maintains the deduction from Equity amounting to the acquisition cost of the 132,800,000 shares (138,568,275 euro), and has accounted for the consideration received for the above mentioned sale of own shares in the caption Other non-current liabilities (273,568,000 euro).
Due to the detach of Sonae Capital SGPS, SA, as at 4 January 2008, demerger rights attributable to the 132,800,000 Sonae SGPS, SA shares subject to the above mentioned agreement, the Group recognized an asset measured at its' fair value . This asset has not been derecognized as the Group also entered into a Cash Settled Equity Swap over the Sonae Capital SGPS, SA shares, and therefore a liability was recognized.
On 23 April 2009 Sonae Investments BV requested a partial cancellation of the Cash settled Equity Swap for 1,134,965 Sonae Holding shares. Consequently, the derivative financial instrument is now over a total 131,665,035 Sonae Holding shares.
Consequently, and in relation with this operation the full liability amount can be detailed as follows at 30 September 2009: market value of Sonae SGPS, SA shares amounting to 124,423,458 euro and market value of Sonae Capital SGPS, SA shares amounting to 15,438,000 euro, after the conversion of rights occurred on 28 January 2008.
These liabilities are adjusted at the end of each month by the effect in Sonae Holding or Sonae Capital, SGPS, S.A. share price, as applicable, being recognized an asset/liability in order to present the right/obligation related to the cash settlement of the operation that resets monthly.
Additionally, the costs related to the "floating amount" based on Euribor 1 month are recorded in the income statement.
The receivable amount arising on dividends distributed by the Company is credited to Equity in order to offset the charge of the distribution.
During the first nine months the group bought shares of Sonae Holding order to fulfill the Deferred Performance Plan and in accordance with the resolution taken under item 8 of the Shareholders' General Meeting held on the 20 of April of the present year which approved the attribution of shares of this company to executive members of its management body and to employees of this company and of affiliated companies, under the terms of the respective compensation policy.
The number of shares taken into consideration to calculate earnings per share includes the shares referred to above as a deduction to the shares issued by the Company.
At 30 September 2009, the following entities held more than 20% of the subscribed share capital:
| Entity | % |
|---|---|
| Efanor Investimentos, SGPS, SA and subsidiaries | 52.98 |
Movements in minority interests during the periods ended 30 September 2009 and 2008 are as follows:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Opening balance as at 1 January | 411,549,101 | 448,380,172 |
| Dividends | (4,169) | (3,373,594) |
| Exchange rate effect | 2,592,216 | (244,049) |
| Acquisition of subsidiaries (Note 8) | 60,659,788 | - |
| Disposal of subsidiaries | - | - |
| Increase of capital and premium on subsidiaries | - | 36,605,000 |
| Increased shareholding by acquisitions | - | (17,243,991) |
| Decreased shareholding by disposals | (16,237,539) | (5,256,177) |
| Changes in hedge and fair value reserves | (2,034,119) | 875,135 |
| Others | 2,379,698 | 788,045 |
| Profit for the period attributable to minority interests | (23,549,377) | (14,952,590) |
| Closing balance | 435,355,599 | 445,577,951 |
| Outstanding amount Outstanding amount Amount limit Current Non Current Amount limit Current Non Current Bank loans Sonae, SGPS, SA - commercial paper 350,000,000 51,150,000 - 350,000,000 138,200,000 - Sonae Distribuição, SGPS, S.A. - commercial paper 692,500,000 - 467,000,000 563,000,000 20,000,000 230,000,000 a)b) Sonae Sierra affiliated companies 454,796,623 31,627,878 386,246,413 471,190,318 26,844,447 382,135,505 a)b)c) Sonae Sierra affiliated companies 433,529,574 35,618,510 396,171,172 430,867,643 7,153,557 415,653,220 a) Sonae Sierra affiliated companies 7,338,537 1,316,268 4,088,537 41,097,065 13,670,597 22,516,460 Sonaecom SGPS, SA commercial paper 320,000,000 84,725,986 150,000,000 320,000,000 - 231,000,000 Sonaecom SGPS, SA 15,000,000 - - 15,000,000 4,873,000 - Continente Hipermercados SA - commercial paper 30,000,000 - - 80,000,000 - - Others 21,442,801 26,206,827 7,572,291 6,977,246 225,881,443 1,429,712,949 218,313,892 1,288,282,431 Bank overdrafts (Note 17) 75,768,303 - 41,394,916 - Up-front fees beard with the issuance of loans (859,173) (5,790,631) (802,841) (7,019,907) Bank loans 300,790,573 1,423,922,318 258,905,967 1,281,262,524 Bonds Bonds Sonae / 05 - 100,000,000 - 100,000,000 Bonds Sonae 2006/2011 - 250,000,000 - 250,000,000 Bonds Sonae 2007/2014 - 150,000,000 - 150,000,000 Bonds Modelo Continente / 2003 - 82,000,000 - 82,000,000 Bonds Modelo Continente / 2004 - - 100,000,000 - Bonds Modelo Continente / 2005 / 2010 64,925,000 - - 64,925,000 Bonds Modelo Continente / 2005 / 2012 - 150,000,000 - 150,000,000 Bonds Modelo Continente / 2007 / 2012 - 200,000,000 - 200,000,000 Bonds Sonae Distribuição / 2007 / 2015 - 200,000,000 - 200,000,000 Bonds Sonae Distribuição / 2007 / 2015 - 310,000,000 - 310,000,000 Bonds Sonae Distribuição / 2009 / 2014 - 50,000,000 - - Bonds Sonaecom / 2005 - 150,000,000 - 150,000,000 Bonds Sonae Sierra 2008/2013 - 37,500,000 - 37,500,000 Up-front fees bearded with the issuance of loans (87,273) (8,995,982) (69,433) (10,210,681) Bonds 64,837,727 1,670,504,018 99,930,567 1,684,214,319 |
30 September 2009 | 31 December 2008 | ||||
|---|---|---|---|---|---|---|
| Other loans 36,231 591,891 35,485 628,196 |
||||||
| Derivative instruments (Note 21) 8,245,265 37,388,338 5,369,980 21,646,496 |
||||||
| Other loans 8,281,496 37,980,229 5,405,465 22,274,692 |
||||||
| Obligations under finance leases 6,104,367 31,463,393 5,829,172 28,701,579 |
||||||
| 380,014,162 3,163,869,958 370,071,172 3,016,453,113 |
a) These amounts are proportionate considering the percentage held by the group;
b) These loans are guaranteed by mortgages of investment properties held by these affiliated companies;
c) These loans are guaranteed by a pledge of shares held in those affiliated companies.
As at 30 September the average interest rate of the bonds was on around 2.03%.
Bank loans bear interests at market rates based on Euribor for each interest payment term, therefore the fair value of bank loans are estimated to be similar to their market value.
The derivative instruments are recorded at fair value (Note 21).
The repayment schedule of the nominal value of loans can be summarised as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| N+1 | 372,715,344 | 365,573,466 |
| N+2 | 305,801,782 | 218,420,062 |
| N+3 | 664,318,873 | 359,930,980 |
| N+4 | 544,606,968 | 537,232,284 |
| N+5 | 653,941,872 | 506,240,050 |
| After N+5 | 972,598,741 | 1,390,213,829 |
| 3,513,983,581 | 3,377,610,671 |
The Group uses exchange rate derivatives, essentially to hedge future cash flows.
The Group contracted several exchange rate forwards and options in order to manage its exchange rate exposure.
As at 30 September 2009, the fair value of exchange rate derivatives witch haven't been considered hedging instruments, calculated based on present market value of equivalent financial instruments of exchange rate, is of 779,216 euro included in liabilities (475,848 euro as of 31 December 2008) and 10,184 euro on the caption current investments (72,494 euro as at 31 December 2008).
The computation of the fair value of these financial instruments was made taking into consideration the present value at balance sheet date of the forward settlement amount of the relevant contract. The settlement amount considered in the valuation, is equal to the reference currency notional amount (foreign currency) multiplied by the difference between the contracted forward exchange rate and the forward exchange market rate to the settlement date as at the valuation date.
Losses in the period arising from changes in the fair value of instruments that do not qualify for hedging accounting treatment were recorded directly in the income statement in the caption Net financial expenses.
As at 3o September 2009, derivatives used by the Group refer essentially to swaps and interest rate options ("cash flow hedges"). These were negotiated to hedge the interest rate risk of loans amounting to 936,207,940 euro (1,510,850,147 euro as at 31 December 2008). The fair value of these derivatives amounts to (44,834,964) euro ((19,091,434) euro as at 31 December 2008), and is disclosed as assets amounting to 19,422 euro (2,602,678 euro as at 31 December 2008) and as liabilities 44,854,386 euro (21,694,112 euro as at 31 de December de 2008).
These interest rate derivatives are valued at fair value, at the balance sheet date, based on valuations performed by the Group using specific software and on external valuations when this software does not deal with specific instruments. The fair value of swaps was calculated, as at the balance sheet date, based on the discounted cash flow of the difference between the fixed interest rate of the fixed leg and the indexed variable interest rate inherent to the variable leg. The calculation of the fair value of options was based on the "Black-Scholes" and similar models.
As at 3o September 2009 no contracts existed related to interest rate and exchange rate derivatives.
The fair value of derivatives is detailed as follows:
| Assets | Liabilities | |||
|---|---|---|---|---|
| 30 September 2009 | 31 December 2008 | 30 September 2009 | 31 December 2008 | |
| Derivatives not qualified as hedging | ||||
| Exchange rate | 10,184 | 72,494 | 779,216 | 475,849 |
| Interest rate | - | - | - | 4,846,515 |
| Hedging derivatives | ||||
| Exchange rate | - | - | - | - |
| Interest rate | 19,422 | 2,602,678 | 44,854,386 | 21,694,112 |
| Interest and exchange rate | - | - | - | - |
| Other derivatives | - | - | - | - |
| 29,606 | 2,675,172 | 45,633,602 | 27,016,476 |
As at 30 September 2009 and 31 December 2008, "Other non-current liabilities" is detailed as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Shareholder loans | 37,821,829 | 17,409,765 |
| Fixed assets suppliers | 2,301,839 | 3,041,799 |
| "Initiatives E" program (Note 33) | 39,067,355 | 56,772,000 |
| Other non current trade accounts payable | 158,274,575 | 78,240,594 |
| 237,465,598 | 155,464,158 |
The caption Other non-current trade accounts payable includes the amount of 138,218,199 euro (65,453,108 euro as at 31 December 2008) related to the fair value of the derivative on Sonae Holding and Sonae Capital SGPS, SA shares referred to in Note 18.
In 2009 and in previous years, the Sonae Group granted deferred performance bonuses to its directors and eligible employees. These are either based on shares to be acquired at nil cost, three years after they were attributed to the employee, or based on share options with the exercise price equal to the share price at the grant date, to be exercised three years later. In both cases, the acquisition can be exercised during the period commencing on the third anniversary of the grant date and the end of that year. The company has the choice to settle in cash instead of shares. The option can only be exercised if the employee still works for the Group on the vesting date.
As at 30 September 2009 and 31 December 2008, the market value of total liabilities arising from share-based payments, which have not yet vested, may be summarised as follows:
| Grant | Vesting | Number of | Fair value | ||
|---|---|---|---|---|---|
| year | year | participants | 30 September 2009 | 31 December 2008 | |
| Shares | |||||
| 2006 | 2009 | 441 | - | 2,981,061 | |
| 2007 | 2010 | 465 | 4,379,270 | 3,102,734 | |
| 2008 | 2011 | 485 | 5,588,153 | 3,357,478 | |
| 2009 | 2012 | 462 | 7,009,492 | - | |
| Total | 16,976,914 | 9,441,273 |
As at 30 September 2009 and 31 December 2008 the financial statements include the following amounts corresponding to the period elapsed between the date of granting and those dates for each deferred bonus plan, which has not yet vested:
| 30 September 2009 | 31 December 2008 |
|---|---|
| 5,318,548 | (1,112,886) |
| 1,139,187 | 8,226,971 |
| 6,457,735 | 7,114,085 |
| 6,457,735 | 7,114,085 |
As at 30 September 2009 and 31 December 2008, Trade creditors and other current liabilities were made up as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Trade creditors | 1,040,977,193 | 1,050,238,562 |
| Shareholders | 17,790,277 | 7,255,731 |
| Fixed asset suppliers | 97,383,525 | 155,062,698 |
| Creditors related with reinsurance operations | 2,340,821 | 4,039,091 |
| "Initiatives E" program (Note 33) | 32,862,235 | - |
| Other accounts payable | 38,355,691 | 55,212,451 |
| Taxes and contributions payable | 59,478,502 | 71,507,795 |
| Vouchers | 19,198,579 | 12,329,900 |
| Property investments accruals | 9,303,218 | 17,195,145 |
| Fixed assets accrued costs | 18,595,666 | 52,666,464 |
| Holiday pay and bonuses | 130,770,847 | 116,989,003 |
| Interest payable | 16,035,841 | 4,500,000 |
| Invoices to be issued | 41,535,427 | 52,237,364 |
| Commissions | 10,119,979 | 7,352,747 |
| Marketing expenses | 17,941,200 | 14,265,989 |
| Information society | 51,573,738 | 25,702,090 |
| Other external supplies and services | 48,897,678 | 49,814,557 |
| Accrued income - trade debtors | 51,981,585 | 40,552,618 |
| Accrued income - rents | 4,951,658 | 4,931,720 |
| Others | 42,381,395 | 69,439,357 |
| 1,752,475,055 | 1,811,293,282 |
| Caption | Balance as at 31 December 2008 |
Increase | Decrease | Balance as at 30 September 2009 |
|---|---|---|---|---|
| Accumulated impairment losses on investments (Note 13) | 13,157 | - | - | 13,157 |
| Accumulated impairment losses on other non current assets (Note 14) | 291,571 | 10,542 | - | 302,113 |
| Accumulated impairment losses on trade account receivables and other debtors (Note 15) | 109,583,183 | 19,644,269 | (18,187,462) | 111,039,990 |
| Accumulated impairment losses on inventories | 29,783,714 | 8,680,788 | (4,895,955) | 33,568,547 |
| Non current provisions | 57,086,975 | 10,118,829 | (3,740,882) | 63,464,922 |
| Current provisions | 2,369,154 | 73,599 | (645,576) | 1,797,177 |
| 199,127,754 | 38,528,027 | (27,469,875) | 210,185,906 | |
| Caption | Balance as at 31 December 2007 |
Increase | Decrease | Balance as at 30 September 2008 |
| Accumulated impairment losses on investments (Note 13) | 26,314 | - | - | 26,314 |
| Accumulated impairment losses on other non current assets | 301,571 | - | - | 301,571 |
| Accumulated impairment losses on trade account receivables and other debtors | 95,235,848 | 14,736,614 | (3,523,604) | 106,448,858 |
| Accumulated impairment losses on inventories | 24,759,431 | 11,132,657 | (5,468,503) | 30,423,585 |
| Non current provisions | 110,584,226 | 7,147,629 | (48,811,558) | 68,920,297 |
| Current provisions | 2,665,957 | 856,109 | (97,692) | 3,424,374 |
| 233,573,347 | 33,873,009 | (57,901,357) | 209,544,999 |
As at 30 September 2009 and 2008 and 31 December 2008, Provisions can be analysed as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Technical provisions on reinsurance | 13,944,260 | 12,008,857 |
| Expenses to be incurred with the sale of the Brazilian subsidiaries |
7,276,810 | 6,016,688 |
| Dismantling of telecommunication sites | 21,842,421 | 20,591,640 |
| Judicial claims | 14,694,013 | 17,942,992 |
| Others | 7,504,595 | 2,895,952 |
| 65,262,099 | 59,456,129 |
Impairment losses are deducted from the book value of the corresponding asset.
As at 30 September 2009 and 31 December 2008, major contingent liabilities were guarantees given and can be detailed as follows:
| 30 September 2009 | 31 December 2008 | |
|---|---|---|
| Guarantees given: | ||
| on tax claims | 238,619,770 | 129,494,243 |
| on judicial claims | 955,625 | 2,021,086 |
| on municipal claims | 11,132,917 | 23,255,089 |
| others | 57,703,619 | 69,834,195 |
The heading Others includes the following guarantees:
11,894,713 euro (15,904,712 euro as at 31 December 2008) to guarantee part of the debt of Sonae Sierra affiliates related with the purchase, sale and exchange of land;
8,552,357 euro (10,576,961 euro as at 31 December 2008) related to VAT reimbursement requests.
Guarantees given on tax claims include a guarantee granted from the Retail businesses company in Brazil of approximately 27,888,790 euro (72,649,760 Brazilian real) on a tax claim, which is being judged by tax courts (21,856,170 euro equivalent to 70,892,539 brazilian real as at 31 December 2008).
As a consequence of the sale of a subsidiary company in Brazil, the Group guaranteed the buyer all the losses incurred by that company arising on unfavourable decisions not open for appeal, concerning tax lawsuits on transactions that took place before the sale date (13 December 2005) and that exceed 40 million euro. As at 30 September 2009, the amount claimed by the Brazilian Tax Authorities concerning the tax lawsuits still in progress, which the company's lawyers assess as having a high probability of loss, amount to near 2,5 million euro.
Furthermore, there are other tax lawsuits totalling 71 million euro for which the Board of Directors, based on the lawyers' assessment, understands will not imply future losses to the sold subsidiary above the referred 40 million euro.
No provision has been registered to face risks arising from events related to guarantees given, as the Board of Directors considers that no liabilities will result for Sonae.
Balances and transactions with related parties are detailed as follows:
| Sales and services rendered | Purchases and services obtained | |||
|---|---|---|---|---|
| Transactions | 30 September 2009 | 30 September 2008 | 30 September 2009 | 30 September 2008 |
| Parent company and group companies excluded | 39,468,111 | 36,553,133 | 2,463,435 | 18,489 |
| Jointly controlled companies | 7,972,230 | 11,703,225 | 12,738,059 | 12,355,711 |
| Associated companies | 26,837,891 | 9,439,380 | 1,390,419 | 10,541,878 |
| Other partners in Group companies | 8,410,772 | 8,263,476 | 30,144,547 | 35,896,025 |
| 82,689,004 | 65,959,214 | 46,736,460 | 58,812,103 | |
| Interest income | Interest expenses | |||
| Transactions | 30 September 2009 | 30 September 2008 | 30 September 2009 | 30 September 2008 |
| Parent company and group companies excluded | - | - | - | - |
| Jointly controlled companies | 116,515 | 171,202 | 6,528 | 95,155 |
| Associated companies | - | 40,379 | - | - |
| Other partners in Group companies | 58,422 | 59,185 | 445,344 | 1,608,100 |
| 174,937 | 270,766 | 451,872 | 1,703,255 | |
| Accounts receivable | Accounts payable | |||
| Balances | 30 September 2009 | 31 December 2008 | 30 September 2009 | 31 December 2008 |
| Parent company and group companies excluded | 11,588,549 | 10,870,567 | 1,163,905 | 182,140 |
| Jointly controlled companies | 3,690,163 | 2,287,227 | 4,714,776 | 15,458,421 |
| Associated companies | 3,251,702 | 7,105,542 | 1,332,997 | 2,459,698 |
| Other partners in Group companies | 6,916,977 | 4,480,756 | 14,681,489 | 19,787,855 |
| 25,447,391 | 24,744,092 | 21,893,167 | 37,888,114 | |
| Loans | ||||
| Obtained | Granted | |||
| Balances | 30 September 2009 | 31 December 2008 | 30 September 2009 | 31 December 2008 |
| Parent company and group companies excluded | - | - | - | - |
| Jointly controlled companies | 1,644,000 | 125,997 | 1,769,114 | 4,259,844 |
| Associated companies | - | - | - | - |
| Other partners in Group companies | 13,289,933 | 13,230,852 | - | - |
| 14,933,933 | 13,356,849 | 1,769,114 | 4,259,844 | |
The caption "Other partners in Group companies" includes Sonae Industria, SGPS, SA and Sonae Capital, SGPS, SA affiliated, associated and jointly controlled companies and also other shareholders of affiliated companies or jointly controlled companies of Sonae Group, as well as other affiliated companies of the parent company Efanor Investimentos, SGPS, SA.
As at 30 September 2009 and 2008, Income tax is detailed as follows:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Current tax | 21,300,190 | 14,683,131 |
| Deferred tax | (23,485,379) | (11,311,997) |
| (2,185,189) | 3,371,134 |
As at 30 September 2009 and 2008, the reconciliation of consolidated net profit can be analysed as follows:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Aggregate net profit | 151,139,287 | 357,885,797 |
| Use of the proportionate method | 28,784,526 | (59,297,134) |
| Harmonisation adjustments | (47,956,906) | 183,983,416 |
| Elimination of intragroup dividends | (166,520,780) | (440,672,924) |
| Elimination of intragroup capital gains and losses | 1,524,499 | (15,378,639) |
| Elimination of intragroup provisions | 7,500,000 | 10,798,720 |
| Consolidation adjustments to gains/(losses) on sales of investments |
26,777,993 | 2,393,342 |
| Others | 7,031,551 | (1,565,910) |
| Consolidated net profit for the period | 8,280,170 | 38,146,668 |
Earnings per share for the period were calculated taking into consideration the following amounts:
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration t o calculate basic earnings per share (consolidated profit for the period) |
31,829,547 | 53,099,258 |
| Effect of dilutive potential shares Interest related to convertible bonds (net of tax) |
- - |
- - |
| Net profit taken into consideration to calculate diluted earnings per | 31,829,547 | 53,099,258 |
| Number of shares | ||
| Weighted average number of shares used t o calculated basic earnings per share |
1,867,636,525 | 1,867,200,000 |
| Effect of dilutive potential ordinary shares from convertible bonds | - | - |
| Weighted average number of shares used t o calculated diluted earnings per share |
1,867,636,525 | 1,867,200,000 |
| Earnings per share (basic and diluted) | 0.017043 | 0.028438 |
There are no convertible instruments on Sonae, SGPS shares, hence there is no dilutive effects.
In the Shareholders Annual General Meeting held on 20 April 2009, the payment of a gross dividend of 0.03 euro per share (0.03 euro per share in 2008) corresponding to a total of 60,000,000 euro (60,000,000 euro in 2008) was approved.
Sonae adopted for the first time IFRS 8 - Operating Segments, which requires segment information to be disclosed based on internally information used by all Sonae Group management.
As described with more detail in the Management Report the operating segments used by the Group management are as follows:
The amounts reported below, are calculated, when applicable, excluding contributions to indirect income as explained in Note 34.
Sonae's reportable segment information regarding the income statement in accordance with IFRS 8 can be analysed as follows:
| 30 September 2009 | Inter-segment income |
30 September 2008 | Inter-segment income |
|
|---|---|---|---|---|
| Turnover | ||||
| Food based retail | 2,336,478,416 | (3,515,295) | 2,215,174,594 | (6,261,570) |
| Ex-Fuel | 2,238,061,503 | (3,515,295) | 2,099,230,271 | (6,261,570) |
| Fuel | 98,416,913 | - | 115,944,323 | - |
| Specialised retail | 756,305,029 | - | 612,360,991 | - |
| Retail real estate | 91,026,112 | (85,771,946) | 80,531,674 | (75,165,123) |
| Shopping centres | 112,583,500 | (9,689,574) | 116,042,213 | (10,014,424) |
| Telecommunications | 716,588,980 | (18,573,349) | 726,900,658 | (17,130,363) |
| Investment management | 146,990,256 | (119,334) | 171,992,270 | (209,503) |
| Eliminations and adjustments | (93,831,459) | (2,744,726) | (89,582,961) | (1,629,337) |
| Total direct consolidated | 4,066,140,834 | (120,414,224) | 3,833,419,439 | (110,410,320) |
| EBITDA | ||||
| Food based retail | 119,933,083 | 106,659,376 | ||
| Specialised retail | 10,796,060 | 25,393,281 | ||
| Retail real estate | 84,852,017 | 82,990,792 | ||
| Shopping centres | 65,618,000 | 67,038,425 | ||
| Telecommunications | 136,526,284 | 116,906,354 | ||
| Investment management | 31,226,232 | 11,166,016 | ||
| Eliminations and adjustments | 13,318,929 | 4,034,273 | ||
| Total direct consolidated | 462,270,605 | 414,188,517 | ||
| EBIT | ||||
| Food based retail | 64,982,908 | 58,726,946 | ||
| Specialised retail | (14,911,061) | 7,969,807 | ||
| Retail real estate | 65,113,244 | 65,962,279 | ||
| Shopping centres | 66,173,000 | 66,000,134 | ||
| Telecommunications | 17,698,295 | (1,355,108) | ||
| Investment management | 27,541,903 | 7,895,346 | ||
| Eliminations and adjustments | (2,827,142) | (8,649,603) | ||
| Total direct consolidated | 223,771,147 | 196,549,801 |
| 30 September 2009 | 30 September 2008 | |
|---|---|---|
| Investment (CAPEX) | ||
| Food based retail | 95,795,796 | 86,571,997 |
| Specialised retail | 72,167,062 | 48,768,714 |
| Retail real estate | 77,833,064 | 87,845,245 |
| Shopping centres | 74,069,927 | 124,289,699 |
| Telecommunications | 105,326,323 | 216,234,285 |
| Investment management | 32,359,345 | 4,164,596 |
| Eliminations and adjustments (1) | 4,452,850 | 20,220,804 |
| Total consolidated | 462,004,367 | 588,095,340 |
| 30 September 2009 | 30 September 2008 | 31 December 2008 | |
|---|---|---|---|
| Invested capital | |||
| Food based retail | 630,431,998 | 585,674,446 | 546,161,687 |
| Specialised retail | 328,556,666 | 196,060,151 | 175,597,561 |
| Retail real estate | 1,541,824,026 | 1,365,146,354 | 1,411,291,922 |
| Shopping centres | 1,679,498,021 | 1,750,109,965 | 1,684,193,742 |
| Telecommunications | 752,826,204 | 823,027,288 | 746,745,744 |
| Investment management | 154,253,849 | 126,480,917 | 138,574,040 |
| Eliminations and adjustments (1) | (64,653,940) | (123,331,368) | 18,847,399 |
| Total consolidated | 5,022,736,824 | 4,723,167,753 | 4,721,412,093 |
| Total net debt (2) | |||
| Retail businesses | 1,502,925,443 | 1,303,082,717 | 1,186,354,238 |
| Shopping centres | 957,302,188 | 828,473,159 | 888,885,820 |
| Telecommunications | 386,228,302 | 382,860,576 | 399,731,657 |
| Investment management | 89,759,111 | 74,519,215 | 103,563,977 |
| Holding (1) | 500,237,802 | 518,088,705 | 580,332,523 |
| Total consolidated | 3,436,452,846 | 3,107,024,372 | 3,158,868,215 |
(1) Includes Sonae Individual accounts.
(2) Includes shareholders loans.
| Turnover | EBITDA | EBIT | ||||
|---|---|---|---|---|---|---|
| 30 September 2009 30 September 2008 30 September 2009 30 September 2008 30 September 2009 30 September 2008 | ||||||
| Inter-segment income | (120,414,224) | (110,410,319) | 1,775,840 | (834,044) | (862,529) | (3,562,627) |
| Adjustment on telecommunications provisions (1) | - | - | 13,625,971 | 12,509,560 | - | - |
| Entrance fees (key money) (2) | (170,520) | (285,688) | - | - | - | - |
| Offset of the recovery of common expenses (2) | 32,575,294 | 27,660,331 | - | - | - | - |
| Turnover of participated companies considered for management purposes by different consolidation methods than from statutory purposes |
(6,130,035) | (2,868,279) | (4,080,552) | (1,909,886) | (4,077,108) | (1,907,171) |
| Others | 308,026 | (3,679,006) | 1,997,670 | (5,731,358) | 2,112,495 | (3,179,805) |
| Eliminations and adjustments | (93,831,459) | (89,582,961) | 13,318,929 | 4,034,273 | (2,827,142) | (8,649,603) |
(2) Amounts offset with turnover for management purposes.
| Investment | Invested capital | |||||
|---|---|---|---|---|---|---|
| 30 September 2009 30 September 2008 30 September 2009 30 September 2008 31 December 2008 | ||||||
| Inter-segment balances | 3,946,139 | (8,991,329) | 63,884,912 | (40,016,659) | 83,165,082 | |
| Acquisition of Sonaecom shares | - | 24,372,195 | - | - | - | |
| Cash settled equity swap (3) | - | - | (128,538,265) | (83,314,708) | (63,876,800) | |
| Others | 506,711 | 4,839,937 | (587) | (1) | (440,883) | |
| Eliminations and adjustments | 4,452,850 | 20,220,804 | (64,653,940) | (123,331,368) | 18,847,399 |
(3) Financial Instrument reported in Note 18.
Invested capital = Gross real estate assets + other fixed assets (including Goodwill) - amortizations and impairment losses + financial investments + working capital; all figures at book value with the exception of Shopping Centres building block;
Total Net debt = Bonds + bank loans + other loans + shareholders loans + finance leases - cash, bank deposits and current investments;
EBITDA = Turnover + other revenues -impairment reversion – badwill - operating costs+ investment income - dividends, excluding indirect income contributions;
Eliminations and adjustments = Includes the Holding company figures and consolidation adjustments;
CAPEX = Investments in tangible and intangible assets, investment properties and acquisitions of financial investments;
Direct income excludes contributions to indirect income;
Indirect Income includes the Shopping Centre segment contributions net of taxes to consolidated income statement, arising from: (i) investment property valuations; (ii) capital gains (losses) on the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and; (iv) provision for assets at risk.
Upon being given the UMTS Licence, Optimus (now Sonaecom – Serviços de Comunicações) assumed commitments in the area of promotion of the Information Society, totalling 274 million euro, to be complied with up to the end of the licence period (2015).
In accordance with the Agreement established on 5 June 2007 with the Ministry of Public Works, Transport and Communications ("MOPTC"), part of these commitments, up to 159 million euro will be realised through own projects which qualify as contributions to the Information Society and incurred under the normal activities of Sonaecom – Serviços de Comunicações, S.A. (investment in the network and technology not resulting from the need to comply with the obligations assumed when the UMTS Licence was granted, and activities relating to research, development and promotion of services, contents and applications) which must be recognised by the MOPTC and by entities created especially for that purpose. At the date of approval of these financial statements, Euro 130 million (Euro 64 million in 2007) were already incurred in previous years and were validated by the above referred entities. The remaining amount is currently under evaluation or not yet realized. These charges will be recorded in the financial statements at the moment the projects are carried out and the estimated costs are known.
The remaining commitments, up to the amount of around 116 million euro, will be realised as agreed between Sonaecom- Serviços de Comunicações and MOPTC, through contributions to the "Initiativas E" project (offer of modems, discounts on tariffs, cash contributions, among others, relating to the widespread use of broadband internet by students and teachers), the contributions being made through an Open fund called Information Society Fund (Fundo para a Sociedade de Informação), to be created by the three mobile operators operating in Portugal.The success of this project, initiated in the end of 2007, depended on the beneficiaries' participation to the various initiatives (e-opportunities, e-school and e-teacher) and could have been subject to revision during the a period of 12 months, i.e., until June 2008. Due to these facts, it was not possible, at 31 December 2007, to estimate in a reliable way the success of this project, and therefore, at that date it was not possible to produce a secure and reliable estimate of the responsibilities to be recognised.
Taking into consideration the success of the project during the first semester of 2008, Sonaecom considered that conditions to produce a reliable estimate of the total responsibilities associated with "Initiatives E" project were in place. Therefore, such responsibilities were recorded, at 30 September 2009, as an added cost of the UMTS license, against an entry in the captions 'Other non-current liabilities' and 'Other current liabilities'.
Taking into account major facts occurred up to the third quarter of 2008, namely that: current operators weren't allowed to take part in the 4th license tendering process of an additional license to be attributed without cost; current national and international practice of extension, without costs, of GSM licenses and the renewal of UMTS licenses; the Group's Board of Directors decided to revise the useful life of the UMTS license, extending the amortisation period until 2030, given the high probability of its renewal and the high probability of such renewal being granted without significant costs. Therefore, in accordance with IAS 8, the impacts of the estimated useful life revision were recorded prospectively.
In the Management Report, and for the purposes of calculating financial indicators as EBITDA, EBIT and as well for segments income presentation purposes, the income statement is divided between Direct Income and Indirect Income, according to common practice in the Shopping Centre business.
The Indirect Income includes the contribution of the Shopping Centre business to the consolidated income statement, net of taxes, that result from: (i) valuation of investment properties; (ii) gains (losses) with the sale of financial investments, joint ventures or associates; (iii) impairment losses (including goodwill) and (iv) provisions for "Assets at Risk".
The values for 2008 were also reexpressed in order to allow the comparison with 2009, being the EBITDA and EBIT calculated only in the Direct Income, excluding the indirect contributions.
The reconciliation between consolidated income and direct/indirect income for the nine month periods ended 30 September 2009 and 2008 can be summarised as follows:
| 30 September 2009 | 30 September 2008 | |||||
|---|---|---|---|---|---|---|
| Consolidated | Indirect income | Direct income | Consolidated | Indirect income | Direct income | |
| Operational income | ||||||
| Sales | 3,232,267,508 | - | 3,232,267,508 | 2,944,398,240 | - | 2,944,398,240 |
| Services rendered | 833,873,326 | - | 833,873,326 | 889,021,199 | - | 889,021,199 |
| Value created on investment properties | (112,829,032) | (112,829,032) | - | (43,087,557) | (43,087,557) | - |
| Investment income | - | - | - | - | - | - |
| Dividends | 383,314 | - | 383,314 | 150,169 | - | 150,169 |
| Other | 34,120,355 | 875,468 | 33,244,887 | 10,108,985 | 9,142,955 | 966,030 |
| Other income | ||||||
| Badwill | 90,051 | - | 90,051 | - | - | - |
| Reversion of impairment losses | 1,885,593 | - | 1,885,593 | 606,512 | - | 606,512 |
| Other | 295,653,386 | - | 295,653,386 | 320,080,233 | - | 320,080,233 |
| Total income | 4,285,444,501 | (111,953,564) | 4,397,398,065 | 4,121,277,781 | (33,944,602) | 4,155,222,383 |
| Total cost (a) | 4,177,319,794 | 4,076,191 | 4,173,243,603 | 3,960,323,042 | 2,766,658 | 3,957,556,384 |
| Depreciation and amortisation | 221,370,993 | - | 221,370,993 | 201,873,243 | - | 201,873,243 |
| Provisions and impairment losses | 20,316,978 | 1,212,869 | 19,104,109 | 16,371,985 | - | 16,371,985 |
| Profit befor financial results and share of results of associated |
108,124,707 | (116,029,755) | 224,154,462 | 160,954,739 | (36,711,260) | 197,665,999 |
| Financial profit/(loss) | (98,173,660) | - | (98,173,660) | (119,613,089) | - | (119,613,089) |
| Share of results of associated undertakings | (3,856,066) | (5,877,327) | 2,021,261 | 176,152 | (1,710,408) | 1,886,560 |
| Profit before income tax | 6,094,981 | (121,907,082) | 128,002,063 | 41,517,802 | (38,421,668) | 79,939,470 |
| Income tax | 2,185,189 | 21,696,074 | (19,510,885) | (3,371,134) | 3,455,636 | (6,826,770) |
| Net profit for the period | 8,280,170 | (100,211,007) | 108,491,178 | 38,146,668 | (34,966,032) | 73,112,700 |
| - attributable to equity holders of Sonae | 31,829,547 | (64,132,971) | 95,962,518 | 53,099,258 | (14,350,739) | 67,449,997 |
| - attributable to minority interests | (23,549,377) | (36,078,036) | 12,528,659 | (14,952,590) | (20,615,294) | 5,662,704 |
| EBITDA (b) | 462,270,605 | 414,188,517 |
(a) The amount recorded in Direct income relates mainly to the reduction of investment properties value, accruals for "Assets at Risk" and recognized impairment losses;
(b) EBITDA is computed as Operational income + Depreciation and amortisation + Provisions and impairment losses - Negative goodwill - Reversal of impairment losses+ Investment income - Dividends, excluding contributions from indirect profit.
The accompanying consolidated financial statements were approved by the Board of Directors and authorized for issue on 12 November 2009.
The Board of Directors
Belmiro de Azevedo
Álvaro Cuervo Garcia
Bernd Hubert Joachim Bothe
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Álvaro Carmona e Costa Portela
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
Condensed individual financial statements
| ASSETS | Notes | 30.September.2009 30.September.2008 | 31.December.2008 | |
|---|---|---|---|---|
| NON-CURRENT ASSETS: | ||||
| Tangible assets | 294,386 | 747,248 | 181,497 | |
| Intangible assets | 6,494 | 399 | 1,242 | |
| Investments in affiliated companies | 4 | 2,997,698,363 | 3,288,057,531 | 3,070,652,704 |
| Other investments | 5 | 83,859,880 | 49,880 | 100,049,880 |
| Other non-current assets | 6 | 537,984,585 | 645,694,322 | 598,542,161 |
| Total Non-Current Assets | 3,619,843,708 | 3,934,549,380 | 3,769,427,484 | |
| CURRENT ASSETS: | ||||
| Trade account receivables and other current assets | 7 | 44,930,623 | 45,879,676 | 36,096,299 |
| Cash and cash equivalents | 8 | 191,677 | 391,834 | 418,450 |
| Total Current Assets | 45,122,300 | 46,271,510 | 36,514,749 | |
| TOTAL ASSETS | 3,664,966,008 | 3,980,820,890 | 3,805,942,233 | |
| EQUITY AND LIABILITIES | ||||
| EQUITY: | ||||
| Share capital | 9 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
| Reserves and retained earnings | 1,002,145,486 | 1,252,375,557 | 1,124,643,333 | |
| Profit for the period | 92,328,887 | 123,987,389 | 30,472,155 | |
| TOTAL EQUITY | 3,094,474,373 | 3,376,362,946 | 3,155,115,488 | |
| LIABILITIES: | ||||
| NON-CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
511,470,264 | 497,464,781 | 502,465,956 |
| Total Non-Current Liabilities | 511,470,264 | 497,464,781 | 502,465,956 | |
| CURRENT LIABILITIES: | ||||
| Loans | 1 0 |
51,952,400 | 94,454,313 | 138,209,277 |
| Trade creditors and other current liabilities | 1 1 |
7,068,971 | 12,538,850 | 10,151,512 |
| Total Current Liabilities | 59,021,371 | 106,993,163 | 148,360,789 | |
| TOTAL EQUITY AND LIABILITIES | 3,664,966,008 | 3,980,820,890 | 3,805,942,233 | |
| The accompanying notes are part of these condensed financial statements. | The Board of Directors | |||
| 72 |
| Notes | rd Quarter 2009 3 |
rd Quarter 2008 3 |
30.September.2009 30.September.2008 | ||
|---|---|---|---|---|---|
| Services rendered | 560,425 | 906,984 | 2,718,242 | 1,889,745 | |
| Investment income | 1 3 |
1,464,872 | (13,244) | 94,981,321 | 94,966,335 |
| Financial income | 4,610,726 | 18,463,076 | 20,753,476 | 55,761,699 | |
| Other income | 14,126 | 14,654 | 24,748 | 61,759 | |
| External supplies and services | (928,197) | (895,233) | (2,304,299) | (2,509,802) | |
| Staff costs | (1,425,897) | (1,055,427) | (3,680,881) | (3,239,457) | |
| Depreciation and amortisation | (15,142) | (10,170) | (43,691) | (30,511) | |
| Financial expenses | (4,965,936) | (8,308,378) | (19,948,269) | (22,743,557) | |
| Other expenses | (49,886) | (21,809) | (180,408) | (168,822) | |
| Profit/(Loss) before income tax | (734,909) | 9,080,453 | 92,320,239 | 123,987,389 | |
| Income tax | - | - | 8,648 | - | |
| Profit/(Loss) after income tax | (734,909) | 9,080,453 | 92,328,887 | 123,987,389 | |
| Profit/(Loss) per share | |||||
| Basic | 1 4 |
(0.0004) | 0.0045 | 0.0462 | 0.0620 |
| Diluted | 1 4 |
(0.0004) | 0.0045 | 0.0462 | 0.0620 |
The accompanying notes are part of these condensed financial statements.
(Translation of condensed individual financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
(Amounts expressed in euro)
| Notes | 3rd Quarter 2009 | 3rd Quarter 2008 30.September.2009 30.September.2008 | |||
|---|---|---|---|---|---|
| Net Profit / (Loss) for the period | (734,909) | 9,080,453 | 92,328,887 | 123,987,389 | |
| Changes on fair value of available-for sale financial assets |
(2,052,861) | (28,829,285) | (85,495,843) | (21,081,372) | |
| Changes in hedging and fair value reserves |
(1,515,582) | (105,598) | (7,474,159) | 359,464 | |
| Other compreensive income for the period | (3,568,443) | (28,934,883) | (92,970,002) | (20,721,908) | |
| Total compreensive income for the period | (4,303,352) | (19,854,430) | (641,115) | 103,265,481 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| Notes | Share Capital |
Own Shares |
Legal Reserve |
Fair value Reserve |
Hedging Reserve |
Other Reserves and Retained Earnings |
Total Reserves and Retained Earnings |
Net Profit/(Loss) |
Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at 1 January 2008 | 2,000,000,000 | - | 160,880,817 | 730,528,037 | 162,774 | 425,022,702 | 1,316,594,330 | 16,503,135 | 3,333,097,465 | |
| Total comprehensive income for the period | - | - | - | (21,081,372) | 359,464 | - | (20,721,908) | 123,987,389 | 103,265,481 | |
| Appropriation of profit of 2007: Transfer to legal reserves and retained earnings Dividends distributed |
- - |
- - |
825,157 - |
- - |
- - |
- (44,322,022) |
825,157 (44,322,022) |
(825,157) (15,677,978) |
- (60,000,000) |
|
| Balance as at 30 September 2008 | 2,000,000,000 | - | 161,705,974 | 709,446,665 | 522,238 | 380,700,680 | 1,252,375,557 | 123,987,389 | 3,376,362,946 | |
| Balance as at 1 January 2009 | 2,000,000,000 | - | 161,705,974 | 581,929,609 | 307,070 | 380,700,680 | 1,124,643,333 | 30,472,155 | 3,155,115,488 | |
| Total comprehensive income for the period | - | - | - | (85,495,843) | (7,474,159) | - | (92,970,002) | 92,328,887 | (641,115) | |
| Appropriation of profit of 2008: Transfer to legal reserves and retained earnings Dividends distributed Purchase of own shares Disposal / attribution of own shares to employees |
9 9 9 |
- - - - |
- - 696,429 (696,429) |
1,523,608 - - - |
- - - - |
- - - - |
- (31,051,453) - - |
1,523,608 (31,051,453) - - |
(1,523,608) (28,948,547) - - |
- (60,000,000) 696,429 (696,429) |
| Balance as at 30 September 2009 | 2,000,000,000 | - | 163,229,582 | 496,433,766 | (7,167,089) | 349,649,227 | 1,002,145,486 | 92,328,887 | 3,094,474,373 |
The accompanying notes are part of these condensed individual financial statements.
(Translation of the condensed financial statements originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)
| Notes | 3rd Quarter 2009 | 3rd Quarter 2008 30.September.2009 30.September.2008 | |||
|---|---|---|---|---|---|
| OPERATING ACTIVITIES | |||||
| Net cash flow from operating activities (1) | (203,410) | (1,345,767) | (554,371) | (4,805,812) | |
| INVESTMENT ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Investments | 9,983,062 | 12,439 | 20,388,062 | 154,042 | |
| Tangible and intangible assets | - | - | 10,123 | - | |
| Interest and similar income | 11,624,028 | 40,913,239 | 38,345,983 | 71,112,493 | |
| Dividends | 1 3 |
23,410,080 | - | 93,516,449 | 94,979,579 |
| Loans granted | 142,930,938 | 750,038,860 | 297,916,207 | 933,714,860 | |
| 187,948,108 | 790,964,538 | 450,176,824 | 1,099,960,974 | ||
| Cash Payments arising from: | |||||
| Investments | (1,922,959) | (741,223,249) | (2,461,627) | (741,273,249) | |
| Tangible and intangible assets | (95,714) | (97,973) | (273,721) | (102,749) | |
| Loans granted | (129,045,000) | (109,723,000) | (279,856,000) | (456,476,000) | |
| (131,063,673) | (851,044,222) | (282,591,348) | (1,197,851,998) | ||
| Net cash used in investment activities (2) | 56,884,435 | (60,079,684) | 167,585,476 | (97,891,024) | |
| FINANCING ACTIVITIES | |||||
| Cash receipts arising from: | |||||
| Loans obtained | 217,000,000 | 459,950,000 | 927,800,000 | 592,150,000 | |
| Sale of own shares | 9 | - | - | 637,113 | - |
| 217,000,000 | 459,950,000 | 928,437,113 | 592,150,000 | ||
| Cash Payments arising from: | |||||
| Loans obtained | (274,600,000) | (394,550,000) | (1,014,850,000) | (497,750,000) | |
| Interest and similar charges | (2,840,759) | (3,992,138) | (20,955,194) | (18,075,307) | |
| Dividends | 9 | - | - | (59,986,491) | (59,986,478) |
| Purchase of own shares | 9 | - | - | (696,429) | - |
| (277,440,759) | (398,542,138) | (1,096,488,114) | (575,811,785) | ||
| Net cash used in financing activities (3) | (60,440,759) | 61,407,862 | (168,051,001) | 16,338,215 | |
| Net increase in cash and cash equivalents (4) = (1) + (2) + (3) | (3,759,734) | (17,589) | (1,019,896) | (86,358,621) | |
| Cash and cash equivalents at the beginning of the period | 8 | 3,149,011 | 355,110 | 409,173 | 86,696,142 |
| Cash and cash equivalents at the end of the period | 8 | (610,723) | 337,521 | (610,723) | 337,521 |
| The accompanying notes are part of these condensed individual financial statements. | |||||
| The Board of Directors | |||||
| 76 |
(Translation of the notes to condensed individual financial statements originally issued in Portuguese. In case of discrepancies the Portuguese version prevails)
(Amounts expressed in euro)
SONAE, SGPS, SA ("Sonae Holding"), has its head-office at Lugar do Espido, Via Norte, Apartado 1011, 4470-909 Maia, Portugal.
Interim financial statements are presented quarterly, in accordance with IAS 34 – "Interim Financial Reporting".
The accounting policies adopted are consistent with those followed in the preparation of annual financial statements for the year ended 31 December 2008, with exception for the first time application of IAS 1 (Revised), which has been effective since 1 January 2009. In accordance there were some changes made to the disclosures but there were neither impacts on results nor on financial position.
As at 30 September 2009 and 31 December 2008 the company held investments in the following affiliated companies:
| 30.September.2009 | ||||
|---|---|---|---|---|
| % Held | Carrying | Acquisition | Fair Value | |
| Company | amount | cost | Reserve | |
| Sonae Distribuição, SGPS, SA (a) | 82.48% | 1,690,800,661 | 1,326,729,831 | 364,070,830 |
| Sonae Sierra SGPS, SA (b) | 50.00% | 621,687,994 | 490,113,339 | 131,574,655 |
| Sonaecom, SGPS, SA | 0.23% | 1,710,005 | 921,724 | 788,281 |
| MDS, SGPS, SA | 45.71% | 27,879,875 | 27,879,875 | - |
| Sontel BV | 42.86% | 191,341,400 | 191,341,400 | - |
| Sonae Investments BV | 100.00% | 550,000,000 | 550,000,000 | - |
| Others | 2,778,428 | 2,778,428 | - | |
| Impairment | (88,500,000) | - | - | |
| Total | 2,997,698,363 | 2,589,764,597 | 496,433,766 | |
| 31.December.2008 | ||||
| % Held | Carrying | Acquisition | Fair Value |
| 31.December.2008 | |||||||
|---|---|---|---|---|---|---|---|
| Company | amount | cost | Reserve | ||||
| Sonae Distribuição, SGPS, SA (a) | 82.48% | 1,690,800,661 | 1,326,729,831 | 364,070,830 | |||
| Sonae Sierra SGPS, SA (b) | 50.00% | 708,051,000 | 490,113,339 | 217,937,661 | |||
| Sonaecom, SGPS, SA | 0.23% | 842,842 | 921,724 | (78,882) | |||
| MDS, SGPS, SA | 89.00% | 17,800,000 | 17,800,000 | - | |||
| Sontel BV | 42.86% | 191,341,400 | 191,341,400 | - | |||
| Sonae Investments BV | 100.00% | 550,000,000 | 550,000,000 | - | |||
| Others | 316,801 | 316,801 | - | ||||
| Impairment | (88,500,000) | - | - | ||||
| Total | 3,070,652,704 | 2,577,223,095 | 581,929,609 |
(a) This investment is valued at the price paid in the public tender offer for de-listing occurred in 2006.
(b) Market value was determined based on an independent valuation as the corresponding period of assets held by this jointly controlled company, after deduction of associated net debt and the share attributable to minority investments, and excluding promote fees and transaction costs.
As at 30 September 2009 and 31 December 2008 other investments available for sale are as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Magma No. 1 Securitisation Notes | 83,810,000 | 100,000,000 |
| Others | 49,880 | 49,880 |
| Total | 83,859,880 | 100,049,880 |
As at 30 September 2009 and 31 December 2008 other non-current assets are detailed as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Loans granted to group companies | 537,984,585 | 598,537,978 |
| Guarantee deposits | - | 4,183 |
| Total | 537,984,585 | 598,542,161 |
As at 30 September 2009 and 31 December 2008 trade account receivables and other current assets are detailed as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Trade account receivables | 405,941 | 1,626,676 |
| Group companies | 37,927,121 | 30,153,044 |
| Taxes and contributions receivable | 924,189 | 2,263,726 |
| Accrued income and prepayments | 4,849,689 | 237,082 |
| Others | 823,683 | 1,238,837 |
| Derivatives | - | 576,934 |
| Total | 44,930,623 | 36,096,299 |
As at 30 September 2009 and 31 December 2008 cash and cash equivalents are detailed as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Cash at hand | 6,873 | 4,300 |
| Bank deposits | 184,804 | 414,150 |
| Cash and cash equivalents on the balance sheet | 191,677 | 418,450 |
| Bank overdrafts | 802,400 | 9,277 |
| Cash and cash equivalents on the cash flow | ||
| statement | (610,723) | 409,173 |
As at 30 September 2009 and 31 December 2008 share capital consisted of 2,000,000,000 ordinary shares of 1 euro each.
During the first semester the company bought 1,134,965 own shares for 696,429 euro. This acquisition was made in order to fulfill the Deferred Performance Plan and in accordance with the resolution taken under item 8 of the Shareholders' General Meeting held on the 20 of April of the present year which approved the attribution of shares of this company to executive members of its management body and to employees of this company and of affiliated companies, under the terms of the respective compensation policy. The affiliated companies will bear the respective costs of granting the Company' shares to their Executive Board members and senior offices.
It was decided at the Shareholders' General Meeting in the 20 of April of the present year the distribution of gross dividends, 0.03 euro per share, which were paid on the 20 May 2009, summing up 60,000,000 euro.
As at 30 September 2009 and 31 December 2008 this caption included the following loans:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Nominal value of bonds | 500,000,000 | 500,000,000 |
| Up-front fees not yet charged to income statement | (1,916,582) | (2,380,559) |
| Bonds | 498,083,418 | 497,619,441 |
| Derivatives | 13,386,846 | 4,846,515 |
| Non-current loans | 511,470,264 | 502,465,956 |
| Commercial paper (a) | 51,150,000 | 138,200,000 |
| Bank overdrafts | 802,400 | 9,277 |
| Current loans | 51,952,400 | 138,209,277 |
(a) Short term commercial paper programmer, privately placed, launched on 23 August 2004, valid for a ten year period, which may be extended at the option of the company, with a maximum limit of 350,000,000 euro.
Bonds SONAE / 05 amounting to 100,000,000 euro, repayable after 8 years, in one installment, on 31 March 2013. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly.
Bonds Sonae 2006/2011 amounting to 250,000,000 euro, repayable after 5 years, in one installment, on 10 May 2011. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 6th and 8th coupons.
Bonds Sonae 2007/2014 amounting to 150,000,000 euro, repayable after 7 years, in one installment, on 11 April 2014. Interest rate is variable, indexed to Euribor 6 months, with interest paid half-yearly. The company has the option to make whole or partial reimbursements, with no extra cost, on the date of the 10th and 12th coupons.
During the first nine months of 2009 the average interest rate of the bonds was on around 2.13%.
As at 30 September 2009 and 31 December 2008 the analysis of the maturity of loans are as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| N+1 | 51,952,400 | 138,209,277 |
| N+2 | 250,000,000 | - |
| N+3 | - | 250,000,000 |
| N+4 | 100,000,000 | - |
| N+5 | 150,000,000 | 100,000,000 |
| after N+5 | - | 150,000,000 |
As at 30 September 2009 and 31 December 2008, trade creditors and other current liabilities are detailed as follows:
| 30.September.2009 | 31.December.2008 | |
|---|---|---|
| Trade creditors | 1,012,485 | 1,116,009 |
| Taxes and contributions payable | 107,384 | 603,578 |
| Accrued expenses | 5,866,469 | 8,260,495 |
| Others | 82,633 | 171,430 |
| Total | 7,068,971 | 10,151,512 |
As at 30 September 2009 and 31 December 2008, contingent liabilities are detailed as follows:
| 30.September.2009 | 31.December.2008 |
|---|---|
| 324,710 | 1,776,135 |
| 425,965 | 425,965 |
As at 30 September 2009 and 2008, investment income can be detailed as follows:
| 30.September.2009 | 30.September.2008 | |
|---|---|---|
| Dividends | 93,516,449 | 94,979,579 |
| Gains/(losses) on sale of investments | 1,464,872 | (13,244) |
| 94,981,321 | 94,966,335 |
The dividends mentioned above were distributed by the affiliates Sonae Distribuição, SGPS, SA (70,106,369 euro) and Sonae Sierra, SGPS, SA (23,410,080 euro).
Earnings per share for the period were calculated taking into consideration the following amounts:
| 30.September.2009 | 30.September.2008 | |
|---|---|---|
| Net profit | ||
| Net profit taken into consideration to calculate basic earnings per share (Net profit for the period) Effect of dilutive potential shares |
92,328,887 - |
123,987,389 - |
| Interest related to convertible bonds (net of tax) | - | - |
| Net profit taken into consideration to calculate diluted | ||
| earnings per share: | 92,328,887 | 123,987,389 |
| Number of shares | ||
| Weighted average number of shares used to calculate basic earnings |
2,000,000,000 | 2,000,000,000 |
| Effect of dilutive potential ordinary shares from convertible bonds |
- | - |
| Weighted average number of shares used to calculate diluted earnings per share |
2,000,000,000 | 2,000,000,000 |
| Profit/(Loss) per share (basic and diluted) | 0.0462 | 0.0620 |
The accompanying financial statements were approved by the Board of Directors and authorized for issue on 12 November 2009.
In the nine months period ended 30 September 2009 shareholders' loan contracts were entered into with the following companies:
Sonae Investments, BV
Sontel, BV
In the nine months period ended 30 September 2009 short-term loan contracts were entered into with the following companies:
Sonaecenter, Serviços, SA Sonae Distribuição, SGPS, SA
Sonaecom, SGPS, SA
As at 30 September 2009 amounts owed by affiliated undertakings can be summarized as follows:
Loans granted
| Companies | Closing Balance |
|---|---|
| MDS, SGPS, SA | 30,005,997 |
| Sonae Distribuição, SGPS, SA | 29,255,000 |
| Sonae Investments, BV | 480,697,709 |
| Sonaecenter, Serviços, SA | 565,000 |
| Sontel, BV | 35,388,000 |
| Total | 575,911,706 |
As at 30 September 2009 there were no amounts owed to affiliated undertakings.
The Board of Directors
Belmiro de Azevedo
Álvaro Cuervo Garcia
Bernd Hubert Joachim Bothe
Michel Marie Bon
José Neves Adelino
Duarte Paulo Teixeira de Azevedo
Álvaro Carmona e Costa Portela
Ângelo Gabriel Ribeirinho dos Santos Paupério
Nuno Manuel Moniz Trigoso Jordão
This document may contain forward-looking information and statements, based on management's current expectations or beliefs. Forwardlooking statements are statements that are not historical facts.
These forward-looking statements are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, including, but not limited to, changes in regulation, industry and economic conditions; and the effects of competition. Forward-looking statements may be identified by words such as "believes," "expects," "anticipates," "projects," "intends," "should," "seeks," "estimates," "future" or similar expressions.
Although these statements reflect our current expectations, which we believe are reasonable, investors and analysts are cautioned that forwardlooking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forwardlooking information and statements. You are cautioned not to put undue reliance on any forward-looking information or statements. We do not undertake any obligation to update any forward-looking information or statements.
Report available at Sonae's institutional website www.sonae.pt
Miguel Rangel Head of Institutional Relations and Communication [email protected] Tel: + 351 22 010 4705
Patrícia Mendes Pinheiro Head of Investor Relations [email protected] Tel.: + 351 22 010 4794
Sonae Lugar do Espido Via Norte 4471-909 Maia Portugal Tel.:+ 351 22 9487522 Fax: + 351 22 940 4634
Sonae is listed on the Euronext Stock Exchange. Information may be accessed on Reuters under the symbol SONP.IN and on Bloomberg under the symbol SONPL.
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